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Table of Contents

 

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

 

Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the quarterly period ended June 30, 2024.

or

 

Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

 

Commission file number: 001-35376

OBLONG, INC.

(Exact Name of Registrant as Specified in its Charter)

 

Delaware

77-0312442

(State or Other Jurisdiction of Incorporation or Organization)

(I.R.S. Employer Identification No.)

 

110 16th Street, Suite 1400-1024, Denver, CO 80202

(Address of Principal Executive Offices, including Zip Code)

 

(213) 683-8863 ext. 5

(Registrant’s Telephone Number, including Area Code)

 

(Former name, former address and former fiscal year, if changed since last report)

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

 

Trading Symbol(s)

 

Name of each exchange on which registered

Common Stock, par value $0.0001 per share

 

OBLG

 

Nasdaq Capital Market

 

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Yes ☒  No ☐

 

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).

Yes ☒  No ☐

 

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

 

Large accelerated filer ☐

Accelerated filer ☐

  

Non-accelerated filer ☒

Smaller reporting company 

  
 

Emerging growth company

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. 

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act.)

Yes  No ☒

 

The number of shares outstanding of the registrant’s common stock as of August 6, 2024 was 28,242,418.

 

 

 

OBLONG, INC.

Index

 

PART I - FINANCIAL INFORMATION

 
   

Item 1. Financial Statements

1

   

Condensed Consolidated Balance Sheets at June 30, 2024 (unaudited) and December 31, 2023

1

   

Unaudited Condensed Consolidated Statements of Operations for the three and six months ended June 30, 2024 and 2023

2

   

Unaudited Condensed Consolidated Statements of Changes in Stockholders’ Equity for the three and six months ended June 30, 2024 and 2023

3

   

Unaudited Condensed Consolidated Statements of Cash Flows for the six months ended June 30, 2024 and 2023

5

   

Notes to unaudited Condensed Consolidated Financial Statements

6

   

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

17

   

Item 3. Quantitative and Qualitative Disclosures About Market Risk

24

   

Item 4. Controls and Procedures

24

   
   

PART II - OTHER INFORMATION

 
   

Item 1. Legal Proceedings

24

   

Item 1A. Risk Factors

25

   

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

26

   

Item 3. Defaults Upon Senior Securities

26

   

Item 4. Mine Safety Disclosures

26

   

Item 5. Other Information

26

   

Item 6. Exhibits

27

   

Signatures

28

 

 

 

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS

 

This quarterly report on Form 10-Q (this Report) contains statements that are considered forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and its rules and regulations (the Securities Act), and Section 21E of the Securities Exchange Act of 1934, as amended, and its rules and regulations (the Exchange Act). These forward-looking statements include, but are not limited to, statements about the plans, objectives, expectations and intentions of Oblong, Inc. (Oblong or we or us or the Company). All statements other than statements of current or historical fact contained in this Report, including statements regarding Oblongs future financial position, business strategy, budgets, projected costs and plans and objectives of management for future operations, are forward-looking statements. The words anticipate, believe, estimate, expect, intend, may, plan, and similar expressions, as they relate to Oblong, are intended to identify forward-looking statements. These statements are based on Oblongs current plans, and Oblongs actual future activities and results of operations may be materially different from those set forth in the forward-looking statements. These forward-looking statements are subject to risks and uncertainties that could cause actual results to differ materially from the statements made. Any or all of the forward-looking statements in this Report may turn out to be inaccurate. Oblong has based these forward-looking statements largely on its current expectations and projections about future events and financial trends that it believes may affect its financial condition, results of operations, business strategy and financial needs. The forward-looking statements can be affected by inaccurate assumptions or by known or unknown risks, uncertainties and assumptions. There are important factors that could cause actual results to differ materially from those expressed or implied by these forward-looking statements, including our plans, objectives, expectations and intentions and other factors that are discussed under the section entitled Part I. Item 1A. Risk Factors and in our consolidated financial statements and the footnotes thereto for the fiscal year ended December 31, 2023, each included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2023 filed with the Securities and Exchange Commission (the SEC) on March 19, 2024, as well as under Part II. Item 1A. Risk Factors in this report. Oblong undertakes no obligation to publicly revise these forward-looking statements to reflect events occurring after the date hereof. All subsequent written and oral forward-looking statements attributable to Oblong or persons acting on its behalf are expressly qualified in their entirety by the cautionary statements contained in this Report. Forward-looking statements in this Report include, among other things: opportunities for and benefits of potential strategic alternatives; our expectations and estimates relating to customer attrition, demand for our product offerings, sales cycles, future revenues, expenses, capital expenditures and cash flows; evolution of our customer solutions and our service platforms; our ability to fund operations and continue as a going concern; our liquidity projection; expectations regarding adjustments to our cost of revenue and other operating expenses; our ability to finance investments in product development and sales and marketing; the future exercise of warrants; our ability to raise capital through sales of additional equity or debt securities and/or loans from financial institutions; our beliefs about the ongoing performance and success of our Managed Service business; statements relating to market need and evolution of the industry, our solutions and our service platforms; and the adequacy of our internal controls. Important factors that could cause actual results to differ materially from those in the forward-looking statements include, but are not limited to, those summarized below:

 

our ability to raise capital in one or more debt and/or equity offerings in order to fund operations or any growth initiatives and our ability to continue as a going concern;

the impact of the issuance of our Series F Preferred Stock in the March 2023 private placements, conversions of our Series F Preferred Stock, exercises of the Series F Preferred Stock warrants, and sales of the underlying conversion shares.

customer acceptance and demand for our video collaboration services and network applications;

our ability to launch new products and offerings and to sell our solutions;

our ability to compete effectively in the video collaboration services and network services businesses;

the ongoing performance and success of our Managed Services business;

our ability to maintain and protect our proprietary rights;

our ability to withstand industry consolidation;

our ability to adapt to changes in industry structure and market conditions;

actions by our competitors, including price reductions for their competitive services;

the quality and reliability of our products and services;

the prices for our products and services and changes to our pricing model;

the success of our sales and marketing approach and efforts, and our ability to grow revenue;

customer renewal and retention rates;

the continued impact from the aftermath of the coronavirus pandemic on our revenue and results of operations;

risks related to the concentration of our customers and the degree to which our sales, now or in the future, depend on certain large client relationships;

increases in material, labor or other manufacturing-related costs;

changes in our go-to-market cost structure;

inventory management and our reliance on our supply chain;

our ability to attract and retain highly skilled personnel;

our reliance on open-source software and technology;

potential federal and state regulatory actions;

our ability to innovate technologically, and, in particular, our ability to develop next generation Oblong technology;

our ability to satisfy the standards for continued listing of our common stock on the Nasdaq Capital Market;

changes in our capital structure and/or stockholder mix;

the costs, disruption, and diversion of managements attention associated with campaigns commenced by activist investors; and

our managements ability to execute its plans, strategies and objectives for future operations.

 

 

 

PART I - FINANCIAL INFORMATION

 

ITEM 1. FINANCIAL STATEMENTS

 

OBLONG, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(In thousands, except par value and stated value)

 

  

June 30, 2024

  

December 31, 2023

 
  

(Unaudited)

     

ASSETS

        

Current assets:

        

Cash and cash equivalents

 $5,858  $5,990 

Accounts receivable, net

  31   424 

Inventory, net

  88   239 

Prepaid expenses and other current assets

  317   243 

Total current assets

  6,294   6,896 

Operating lease - right of use asset, net

     17 

Other assets

  11   12 

Total assets

 $6,305  $6,925 

LIABILITIES AND STOCKHOLDERS’ EQUITY

        

Current liabilities:

        

Accounts payable

 $111  $211 

Accrued expenses and other current liabilities

  1,059   1,038 

Current portion of deferred revenue

  77   132 

Operating lease liabilities

     17 

Total current liabilities

  1,247   1,398 

Long-term liabilities:

        

Deferred revenue, net of current portion

  6   26 

Total liabilities

  1,253   1,424 

Commitments and contingencies (see Note 9)

          

Stockholders’ equity:

        

Preferred stock Series F, convertible; $0.0001 par value; $545,000 stated value; 42,000 shares authorized, 545 and 1,930 shares issued and outstanding at June 30, 2024 and December 31, 2023, respectively

      

Common stock, $0.0001 par value; 150,000,000 shares authorized; 28,249,971 shares issued and 28,242,418 shares outstanding at June 30, 2024 and 16,692,124 shares issued and 16,684,571 outstanding at December 31, 2023

  3   2 

Treasury Stock, 7,553 common shares

  (181)  (181)

Additional paid-in capital

  235,580   233,911 

Accumulated deficit

  (230,350)  (228,231)

Total stockholders' equity

  5,052   5,501 

Total liabilities and stockholders’ equity

 $6,305  $6,925 

 

See accompanying notes to condensed consolidated financial statements.

 

 

 

 

OBLONG, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(In thousands, except per share data)

(Unaudited)

 

   

Three Months Ended

   

Six Months Ended

 
   

June 30,

   

June 30,

 
   

2024

   

2023

   

2024

   

2023

 

Revenue

  $ 611     $ 956     $ 1,237     $ 1,994  

Cost of revenue (exclusive of amortization)

    491       834       1,120       1,596  

Gross profit

    120       122       117       398  
                                 

Operating expenses:

                               

Research and development

    65       5       115       11  

Sales and marketing

    57       (58 )     111       160  

General and administrative

    1,016       1,577       2,093       2,746  

Amortization

          87             173  

Impairment charges

          2             2  

Casualty gain (insurance proceeds)

          (400 )           (400 )

Total operating expenses

    1,138       1,213       2,319       2,692  

Operating loss

    (1,018 )     (1,091 )     (2,202 )     (2,294 )

Interest income, net

    (44 )     (42 )     (92 )     (64 )

Loss before income taxes

    (974 )     (1,049 )     (2,110 )     (2,230 )

Income tax expense

    9             9       38  

Net loss

    (983 )     (1,049 )     (2,119 )     (2,268 )

Preferred stock dividends

    20       149       64       149  

Warrant modification

                      25  

Induced conversion of warrants

          751             751  

Net loss attributable to common share holders

  $ (1,003 )   $ (1,949 )   $ (2,183 )   $ (3,193 )
                                 

Net loss attributable to common stockholders per share:

                               

Basic and diluted net loss per share

  $ (0.04 )   $ (0.78 )   $ (0.11 )   $ (1.40 )

Weighted-average number of shares of common stock:

                               

Basic and diluted

    22,882       2,487       20,003       2,277  

 

See accompanying notes to condensed consolidated financial statements.

 

 

 

OBLONG, INC.

CONDENSED CONSOLIDATED STATEMENT OF STOCKHOLDERS EQUITY

Three and Six Months Ended June 30, 2024

(In thousands, except shares of Series F Preferred Stock)

(Unaudited)

 

   

Series F Preferred Stock

   

Common Stock

   

Treasury Stock

                         
                                                   

Additional

   

Accumulated

         
   

Shares

   

Amount

   

Shares

   

Amount

   

Shares

   

Amount

   

Paid-In Capital

   

Deficit

   

Total

 

Balance at December 31, 2023

    1,930     $       16,692     $ 2       8     $ (181 )   $ 233,911     $ (228,231 )   $ 5,501  

Net loss

                                              (1,136 )     (1,136 )

Stock-based compensation

                                        31             31  

Series F Preferred Stock conversions

    (922 )           3,602                         82             82  

Series F Preferred Stock dividends

                                        (44 )           (44 )

Balance at March 31, 2024

    1,008             20,294       2       8       (181 )     233,980       (229,367 )     4,434  

Net loss

                                              (983 )     (983 )

Stock-based compensation

                                        31             31  

Warrant exercise, net of fees

    1,648                                     1,478             1,478  

Series F Preferred Stock conversions

    (2,111 )           7,956       1                   111             112  

Series F Preferred Stock dividends

                                        (20 )           (20 )

Balance at June 30, 2024

    545     $       28,250     $ 3       8     $ (181 )   $ 235,580     $ (230,350 )   $ 5,052  

 

See accompanying notes to condensed consolidated financial statements.

 

 

OBLONG, INC.

CONDENSED CONSOLIDATED STATEMENT OF STOCKHOLDERS EQUITY

Three and Six Months Ended June 30, 2023

(In thousands, except shares of Series F Preferred Stock)

(Unaudited)

 

   

Series F Preferred Stock

   

Common Stock

   

Treasury Stock

                         
                                                   

Additional

   

Accumulated

         
   

Shares

   

Amount

   

Shares

   

Amount

   

Shares

   

Amount

   

Paid-In Capital

   

Deficit

   

Total

 

Balance at December 31, 2022

        $       2,071     $       8     $ (181 )   $ 227,645     $ (223,847 )   $ 3,617  

Net loss

                                              (1,219 )     (1,219 )

Stock-based compensation

                                        31             31  

Proceeds from private placement, net of fees and amounts held in escrow

    6,550                                     1,473             1,473  

Balance at March 31, 2023

    6,550             2,071             8       (181 )     229,149       (225,066 )     3,902  

Net loss

                                              (1,049 )     (1,049 )

Stock-based compensation

                180                         411             411  

Warrant exercise, net of fees

                339                         534             534  

Release of escrow from March 31, 2023 private placement

                                        4,000             4,000  

Fees associated with Series F Preferred Stock issuance

                                        (38 )           (38 )

Series F Preferred Stock conversions

    (175 )           147                         4             4  

Series F Preferred Stock dividends

                                        (149 )           (149 )

Balance at June 30, 2023

    6,375     $       2,737     $       8     $ (181 )   $ 233,911     $ (226,115 )   $ 7,615  

 

See accompanying notes to condensed consolidated financial statements.

 

 

 

OBLONG, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(In thousands)

(Unaudited)

 

   

Six Months Ended June 30,

 
   

2024

   

2023

 

Cash flows from operating activities:

               

Net loss

  $ (2,119 )   $ (2,268 )

Adjustments to reconcile net loss to net cash used in operating activities:

               

Amortization

          173  

Bad debt (recovery) expense

          (32 )

Non-cash lease expense from right-of-use asset

    17       77  

Stock-based compensation

    62       442  

Casualty gain (insurance proceeds)

          (400 )

Impairment charges - property and equipment

          2  

Changes in operating assets and liabilities:

               

Accounts receivable

    393       203  

Inventory

    151       321  

Prepaid expenses and other current assets

    (74 )     213  

Other assets

    1       18  

Accounts payable

    (100 )     (48 )

Accrued expenses and other current liabilities

    151       (456 )

Deferred revenue

    (75 )     (259 )

Lease liabilities

    (17 )     (168 )

Net cash used in operating activities

    (1,610 )     (2,182 )

Cash flows from financing activities:

               

Proceeds from private placement, net of issuance costs and amounts in escrow

          5,435  

Net proceeds from exercise of common stock warrants

          534  

Net proceeds from exercise of preferred stock warrants

    1,478        

Net cash provided by financing activities

    1,478       5,969  

(Decrease) increase in cash

    (132 )     3,787  

Cash and cash equivalents at beginning of period

    5,990       3,085  

Cash and cash equivalents at end of period

  $ 5,858     $ 6,872  

Supplemental disclosures of cash flow information:

               
                 

Reconciliation of cash and cash equivalents

               

Cash

  $ 5,358     $ 6,872  

Current certificates of deposit

  $ 500     $  

Total cash and cash equivalents

  $ 5,858     $ 6,872  
                 

Cash paid during the period for interest

  $ 5     $ 9  

Cash paid for income taxes

  $     $ 31  
                 

Non-cash investing and financing activities:

               

Preferred stock dividends

  $ 64     $ 149  

Common stock issued for conversion of Preferred Stock and accrued dividends

  $ 194     $ 4  

Warrant modification

  $     $ 25  

Induced exercise of common stock warrants

  $     $ 751  

 

See accompanying notes to condensed consolidated financial statements.

 

 

OBLONG, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

June 30, 2024

(Unaudited)

 

 

Note 1 - Business Description and Significant Accounting Policies

 

Business Description

 

Oblong, Inc. (“Oblong” or “we” or “us” or the “Company”) was formed as a Delaware corporation in May 2000 and is a provider of patented multi-stream collaboration technologies and managed services for video collaboration and network applications.

 

Basis of Presentation

 

The Company's fiscal year ends on December 31 of each calendar year. The accompanying interim Condensed Consolidated Financial Statements are unaudited and have been prepared on substantially the same basis as our annual Consolidated Financial Statements for the fiscal year ended December 31, 2023. In the opinion of the Company's management, these interim Condensed Consolidated Financial Statements reflect all adjustments (consisting only of normal recurring adjustments) considered necessary for a fair statement of our financial position, results of operations and cash flows for the periods presented. The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the Condensed Consolidated Financial Statements and the reported amounts of revenue and expenses during the reporting periods. Actual results could differ from these estimates.

 

The December 31, 2023 Condensed Consolidated Balance Sheet data in this document was derived from audited consolidated financial statements. The Condensed Consolidated Financial Statements and notes included in this quarterly report on Form 10-Q do not include all disclosures required by U.S. generally accepted accounting principles and should be read in conjunction with the Company's audited consolidated financial statements as of and for the year ended December 31, 2023 and notes thereto included in the Company's fiscal 2023 Annual Report on Form 10-K, filed with the Securities and Exchange Commission (“SEC”) on March 19, 2024 (the “2023 Annual Report”).

 

The results of operations and cash flows for the interim periods included in these Condensed Consolidated Financial Statements are not necessarily indicative of the results to be expected for any future period or the entire fiscal year.

 

Principles of Consolidation

 

The Condensed Consolidated Financial Statements include the accounts of Oblong and our 100%-owned subsidiaries (i) GP Communications, LLC (“GP Communications”), whose business function is to provide interstate telecommunications services for regulatory purposes, and (ii) Oblong Industries, Inc. All inter-company balances and transactions have been eliminated in consolidation. The U.S. Dollar is the functional currency for all subsidiaries.

 

Cash and Cash Equivalents

 

As of June 30, 2024, our total cash balance of $5,858,000 is available. Of this balance $500,000 was held in short-term certificates of deposit with MidFirst Bank. As of December 31, 2023, our total cash balance of $5,990,000 was available with $500,000 held in short-term certificates of deposit with MidFirst Bank. The Company considers highly liquid investments with original maturities of three months or less to be cash equivalents.

 

Segments

 

The Company currently operates in two segments: (1) “Collaboration Products” which represents the business surrounding our Mezzanine™ product offerings, and (2) “Managed Services” which represents the business surrounding managed services for video collaboration and network solutions. See Note 8 - Segment Reporting for further discussion.

 

- 6-

 

Use of Estimates

 

Preparation of the Condensed Consolidated Financial Statements in conformity with U.S. generally accepted accounting principles (“U.S. GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual amounts could differ from the estimates made. We continually evaluate estimates used in the preparation of our consolidated financial statements for reasonableness. Appropriate adjustments, if any, to the estimates used are made prospectively based upon such periodic evaluation. The significant areas of estimation include determining the allowances for inventory obsolescence and estimated credit losses and the inputs used in the fair value of equity-based awards.

 

Amortization Expense

 

As of June 30, 2024 and December 31, 2023, we had no intangible assets. Amortization expense related to intangible assets for the three and six months ended June 30, 2023 was $87,000 and $173,000, respectively.

 

Operating Lease Right-of-use-Assets and Liabilities

 

In February 2024, we exited our warehouse lease in City of Industry, California, and are no longer a party to any long-term operating leases. Right-of-use assets, net totaled $17,000 as of December 31, 2023, consisting of the warehouse lease discussed above. As of June 30, 2024, the Company had no right-of-use assets remaining. The remaining operating lease liability as of December 31, 2023 was $17,000, consisting of the warehouse lease discussed above. As of June 30, 2024, the Company had no lease liability remaining. During the six months ended June 30, 2024, we recorded $17,000 in lease expenses. During the three and six months ended June 30, 2023, we recorded $36,000 and $82,000 in lease expenses, respectively. These expenses are net of common charges, and sublease proceeds of $11,000 and $27,000, respectively.

 

Significant Accounting Policies

 

The significant accounting policies used in preparation of these Condensed Consolidated Financial Statements are disclosed in our 2023 Annual Report, and there have been no changes to the Company’s significant accounting policies during the six months ended June 30, 2024.

 

Recently Issued Accounting Pronouncements

 

In November 2023, the FASB issued ASU No. 2023-07, Segment Reporting (Topic280): Improvements to Reportable Segment Disclosures. The new guidance is intended to improve reportable segment disclosure requirements primarily through enhanced disclosures about significant segment expenses. The amendments are effective retrospectively for fiscal years beginning after December 15, 2023 and interim periods within fiscal years beginning after December 15, 2024. The Company is in the process of evaluating the impact that the adoption of this ASU will have on the financial statements and related disclosures, which is not expected to be material.

 

In December 2023, the FASB issued ASU No. 2023-09, Improvements to Tax Disclosures (Topic 740), to enhance the transparency and decision usefulness of income tax disclosures through changes to the rate reconciliation and income taxes paid information. This guidance is effective for fiscal years beginning after December 15, 2024, with early adoption permitted. The Company is evaluating the impact of adopting this new accounting guidance on its Consolidated Financial Statements.

 

 

Note 2 - Liquidity

 

As of June 30, 2024, we had $5,858,000 in cash and working capital of $5,047,000. For the six months ended June 30, 2024 we incurred a net loss of $2,119,000, financing activities provided $1,478,000 in net cash, and we used net cash of $1,610,000 in operating activities.

 

We believe that our existing cash and cash equivalents will be sufficient to fund our operations and meet our working capital requirements through 2025.

 

- 7-

 
 

Note 3 - Accrued Expenses and Other Current Liabilities

 

Accrued expenses and other current liabilities consisted of the following (in thousands):

 

  

June 30,

  

December 31,

 
  

2024

  

2023

 
         

Compensation costs

 $675  $448 

Customer deposits

  86   118 

Professional fees

  93   104 

Taxes and regulatory fees

  20   22 

Accrued rent

  170   202 

Accrued dividends on Series F Preferred Stock

  4   136 

Other accrued expenses and liabilities

  11   8 

Accrued expenses and other liabilities

 $1,059  $1,038 

 

 

Note 4 - Capital Stock

 

Common Stock

 

The Company’s common stock, par value $0.0001 per share (the “Common Stock”), is listed on the Nasdaq Capital Market (“Nasdaq”), under the ticker symbol “OBLG”. As of June 30, 2024, we had 150,000,000 shares of our Common Stock authorized, with 28,250,000 and 28,242,000 shares issued and outstanding, respectively.

 

During the three months ended June 30, 2024, 2,111 shares of Series F Preferred Stock, plus $110,000 of accrued dividends, were converted to 7,955,743 shares of the Company’s Common Stock. During the six months ended June 30, 20243,033 shares of Series F Preferred Stock, plus $194,000 of accrued dividends, were converted into 11,558,000 shares of the Company's Common Stock. See Note 5 - Preferred Stock for further detail.

 

Common Stock activity for the year ended December 31, 2023 and six months ended June 30, 2024 is presented below (in thousands).

 

Issued Shares as of December 31, 2022

  2,071 

Issuances from Preferred Stock conversions

  14,102 

Issuances related to warrant exercises

  746 

Issuances related to stock compensation

  180 

Common shares exchanged for prepaid warrants

  (407)

Issued Shares as of December 31, 2023

  16,692 

Issuances from Preferred Stock conversions

  11,558 

Issued Shares as of June 30, 2024

  28,250 

Less Treasury Shares:

  (8)

Outstanding Shares as of June 30, 2024

  28,242 

 

Common Stock Warrants

 

During the three and six months ended June 30, 2024, Common Warrants were issued in accordance with the exercise provisions of the Preferred Warrants. See Note 5 - Preferred Stock for additional detail on the exercises of the Preferred Warrants. These Common Warrants are exercisable on the six-month anniversary of issuance, at an initial exercise price of $1.71, and have a term of five years.

 

Common Warrants outstanding as of June 30, 2024 are as follows:

 

Issue Date

 

Warrants Outstanding

  

Exercise Price

 

Expiration Date

          
          

Q2 2021

  750  $66.00 

Q4 2024

Q1 2023

  4,136,850  $1.71 

Q3 2028

Q2 2024

  963,745  $1.71 

Q4 2029

   5,101,345      

 

- 8-

 

Common Warrant activity for the year ended December 31, 2023 and six months ended June 30, 2024 is presented below.

 

  

Outstanding

 
  

Number of Warrants

  

Weighted Average Exercise Price

 

Warrants outstanding as of December 31, 2022

  343,099  $ 

Granted

  4,543,626   1.56 

Exercised

  (746,027)  0.78 

Expired

  (2,848)  70.25 

Warrants outstanding as of December 31, 2023

  4,137,850   1.73 

Granted

  963,745   1.71 

Expired

  (250)  60.00 

Warrants outstanding as of June 30, 2024 (1)

  5,101,345  $1.71 
         

(1) Of the outstanding shares at June 30, 2024, 4,137,600 were exercisable.

        

 

Treasury Shares

 

The Company maintains treasury stock for the Common Stock shares bought back by the Company when withholding shares to cover taxes on transactions related to equity awards. There were no treasury stock transactions during the six months ended June 30, 2024 or the year ended December 31, 2023.

 

 

Note 5 - Preferred Stock

 

Our Certificate of Incorporation authorizes the issuance of up to 5,000,000 shares of preferred stock. As of June 30, 2024, we had 1,983,250 designated shares of preferred stock and 545 shares of preferred stock issued and outstanding. As of December 31, 2023, we had 1,930 shares of preferred stock issued and outstanding.

 

Series F Preferred Stock

 

On March 30, 2023, the Company entered into a Securities Purchase Agreement (the “Purchase Agreement”) with certain accredited investors (the “Investors”), pursuant to which we issued and sold, in a private placement (the “Private Placement”) (i) 6,550 shares of our newly designated Series F Preferred Stock, $0.0001 par value per share (the “Series F Preferred Stock”), (ii) preferred warrants (the “Preferred Warrants”) to acquire 32,750 shares of Series F Preferred Stock, and (iii) common warrants (“Common Warrants” and with the Preferred Warrants the “Investor Warrants”) to acquire up to 3,830,417 shares of Common Stock. See Note 4 - Capital Stock for additional detail regarding the Common Warrants. The terms of the Series F Preferred Stock are as set forward in the Certificate of Designations of Series F Preferred Stock of Oblong, Inc. (the “Certificate of Designations”), which was filed and became effective with the Secretary of State of the State of Delaware on March 31, 2023. The Private Placement closed on March 31, 2023, in exchange for gross and net proceeds of $6,386,000 and $5,364,000, respectively. The financing fees associated with the Purchase Agreement were $1,022,000.

 

The Series F Preferred Shares are convertible into fully paid and non-assessable shares of the Company’s Common Stock at the election of the holder at any time at an initial conversion price of $1.71 (the “Conversion Price”). The holders of the Series F Preferred Shares may also elect to convert their shares at an alternative conversion price equal to the lower of (i) 80% of the applicable Conversion Price as in effect on the date of the conversion, (ii) 80% of the closing price on the trading day immediately preceding the delivery of the conversion notice, and (iii) the greater of (a) the Floor Price (as defined in the Certificate of Designations) and (b) the quotient of (x) the sum of the five lowest Closing Bid Prices (as defined in the Certificate of Designations) for trading days in the 30 consecutive trading day period ending and including the trading day immediately preceding the delivery of the applicable Conversion Notice, divided by (y) five. The Conversion Price is subject to customary adjustments for stock splits, stock dividends, stock combination recapitalization, or other similar transactions involving the Common Stock, and subject to price-based adjustment, on a full ratchet basis, in the event of any issuances of our common stock, or securities convertible, exercisable or exchangeable for Common Stock, at a price below the then-applicable Conversion Price (subject to certain exceptions).

 

On October 6, 2023, the Company and Investors holding a majority of the outstanding shares of the Preferred Stock agreed to waive any and all provisions, terms, covenants and obligations in the Certificate of Designations or Common Warrants to the extent such provisions permit the conversion or exercise of the Preferred Stock and the Common Warrants, respectively, to occur at a price below $0.2792. Notwithstanding anything to the contrary in the Certificate of Designations, each of the “Alternate Conversion Price” and the “Floor Price” as set forth in the Certificate of Designations shall in no event be less than $0.2792 (as adjusted for stock splits, stock dividends, stock combinations, recapitalizations and similar events).

 

- 9-

 

Under the Certificate of Designations, the Series F Preferred Shares have an initial stated value of $1,000 per share (the “Stated Value”). The holders of the Series F Preferred Shares are entitled to dividends of 9% per annum, which will be payable in arrears quarterly. Accrued dividends may be paid, at our option, in cash and if not paid, shall increase the stated value of the Series F Preferred Shares. Upon the occurrence and during the continuance of a Triggering Event (as defined in the Certificate of Designations), the Series F Preferred Shares will accrue dividends at the rate of 20% per annum (the “Default Rate”). The Series F Preferred Shares have no voting rights, other than with respect to certain matters affecting the rights of the Series F Preferred Shares. On matters with respect to which the holders of the Series F Preferred Shares have a right to vote, holders of the Preferred Shares will have voting rights on an as-converted basis.

 

Our ability to settle conversions is subject to certain limitations set forth in the Certificate of Designations. Further, the Certificate of Designations contains a certain beneficial ownership limitation after giving effect to the issuance of shares of common stock issuable upon conversion of the Series F Preferred Shares.

 

The Certificate of Designations includes certain Triggering Events (as defined in the Certificate of Designations), including, among other things, (i) the failure to file and maintain an effective registration statement covering the sale of the holder’s securities registrable pursuant to the Registration Rights Agreement, (ii) the failure to pay any amounts due to the holders of the Series F Preferred Shares when due, and (iii) if Peter Holst ceases to be the chief executive officer of the Company other than because of his death, and a qualified replacement, reasonably acceptable to a majority of the holders of the Series F Preferred Shares, is not appointed within thirty (30) business days. In connection with a Triggering Event, the Default Rate is triggered. We are subject to certain affirmative and negative covenants regarding the incurrence of indebtedness, acquisition transactions, the existence of liens, the repayment of indebtedness, the payment of cash in respect of dividends (other than dividends pursuant to the Certificate of Designations), maintenance of properties and the transfer of assets, among other matters.

 

During the three and six months ended June 30, 20242,111 and 3,033shares of Series F Preferred Stock, plus accrued dividends, were converted to 7,955,743 and 11,558,000 shares of the Company’s common stock, respectively. There were 545 shares of Series F Preferred Stock outstanding and accrued dividends of $4,000 as of June 30, 2024.

 

During the three and six months ended June 30, 20241,648 Series F Preferred Shares were issued upon exercise of 1,648 Preferred Warrants. The Company received gross and net proceeds of $1,607,000 and $1,478,000, respectively. 

 

One of our directors, Jonathan Schechter, is currently a partner at The Special Equities Group ("SEG"), a division of Dawson James Securities, Inc. In March 2023, prior to Mr. Schechter's appointment to our board in May 2023, SEG acted as placement agent in connection with our March 31, 2023 Purchase Agreement. During the three and six months ended June 30, 2024, pursuant to the terms of our engagement later with Dawson James Securities, Inc., we paid SEG a cash fee equal to 8% of the aggregate gross proceeds raised from the exercise of the 1,648 Series F Preferred Warrants.  This fee was approximately $129,000. Mr. Schechter did not receive any of the fees paid.

 

Series F Preferred Stock transactions are summarized in the table below (in thousands except for shares of Series F Preferred Stock:

 

  

Series F Preferred Stock Shares

  

Preferred Stock Dividends

  

Weighted Average Conversion Price

  

Common Shares Issued from Conversions

 

March 31, 2023 Issuance

  6,550  $        

2023 Accrued Dividends

     345,000        

2023 Conversions

  (4,620)  (209,000) $0.34   14,102,000 

December 31, 2023 Balance

  1,930   136,000       14,102,000 

2024 Issuances

  1,648           

2024 Accrued Dividends

     63,000        

2024 Conversions

  (3,033)  (195,000) $0.28   11,558,000 

June 30, 2024 Balance

  545  $4,000  $0.33   25,660,000 

 

Series F Preferred Stock Warrants

 

The Preferred Warrants are exercisable for Series F Preferred Shares at an exercise price of $975. The exercise price is subject to customary adjustments for stock splits, stock dividends, stock combination recapitalizations or other similar transactions involving the Common Stock. The Preferred Warrants expire three years from the date of issuance and are exercisable for cash. For each Preferred Warrant exercised, the Investors shall receive Common Warrants to purchase a number of shares of Common Stock equal to 100% of the number of shares of Common Stock the Investors would receive if the Series F Preferred Shares issuable upon exercise of such Warrant were converted at the applicable Conversion Price. The fair value of the Preferred Warrants was recorded within additional paid-in capital upon issuance.

 

During the three and six months ended June 30, 20241,648 Preferred Warrants were exercised for gross and net proceeds of $1,607,000 and $1,478,000, respectively. In accordance with the exercise provisions of the Preferred Stock, 963,745 Common Warrants were issued during the three and six months ended June 30, 2024See Note 4 - Capital Stock for further discussion of the Common Warrants. As of June 30, 2024, 31,102 Preferred Warrants remained outstanding.

 

- 10-

 
 

Note 6 - Stock Based Compensation

 

2019 Equity Incentive Plan

 

On December 19, 2019, the Oblong, Inc. 2019 Equity Incentive Plan (the “2019 Plan”) was approved by the Company’s stockholders at the Company’s 2019 Annual Meeting of Stockholders. The 2019 Plan is an omnibus equity incentive plan pursuant to which the Company may grant equity and cash incentive awards to certain key service providers of the Company and its subsidiaries. As of  December 31, 2023 and June 30, 2024, the share pool available for new grants under the 2019 Plan was 3.

 

Stock Options

 

A summary of stock option activity under our plans, and options outstanding as of, and changes made during the six months ended June 30, 2024 and year ended December 31, 2023 is presented below:

 

  

Outstanding

  

Exercisable

 
  

Number of Options

  

Weighted Average Exercise Price

  

Number of Options

  

Weighted Average Exercise Price

 

Options outstanding and exercisable, December 31, 2022

  16,668  $143.62   10,000  $239.38 

Vested

        3,336   48.75 

Expired

  (6,668)  285.89   (6,668)  285.89 

Options outstanding and exercisable, December 31, 2023

  10,000   48.75   6,668   48.75 

Vested

         3,332   48.75 

Options outstanding and exercisable, June 30, 2024

  10,000  $48.75   10,000  $48.75 

 

The intrinsic value of vested and unvested options was not significant for all periods presented. Stock compensation expense related to stock options for the three months ended June 30, 2024 and 2023 was $31,000 and stock compensation for the six months ended June 30, 2024 and 2023 was $62,000, which was included as a general and administrative expense on our Condensed Consolidated Statements of Operations. As of June 30, 2024 there is no remaining unamortized stock compensation expense.

 

Restricted Stock

 

As of June 30, 2024 and December 31, 2023, there were no outstanding restricted stock awards ("RSAs") or restricted stock units (“RSUs,” collectively "Restricted Stock"). There was no Restricted Stock activity or expense for the three and six months ended June 30, 2024. During the three and six months ended June 30, 2023, 42 RSAs became fully vested and were delivered in shares of the Company's common stock. These RSAs were issued in 2014 and had been fully expensed, so there was no stock compensation expense related to RSAs for the three and six months ended June 30, 2023. During the three and six months ended June 30, 2023177,564 RSUs were granted to certain board members. These RSU's vested immediately upon issuance and the stock compensation related to RSUs for the three and six months ended June 30, 2023 was $380,000, which was included in general and administrative expense on our Condensed Consolidated Statements of Operations. The following table shows a summary of Restricted Stock activity for the six months ended June 30, 2024 and the year ended December 31, 2023.

 

  

Restricted Stock Awards

  

Restricted Stock Units

 
  

Shares

  

Weighted Average Grant Price

  

Shares

  

Weighted Average Grant Price

 

Unvested shares, December 31, 2022

  42  $235.87     $ 

Granted

        177,564   2.14 

Vested

  (42)  235.87   (177,564)  2.14 

Unvested Shares, December 31, 2023

            

Unvested Shares, June 30, 2024

    $     $ 

 

- 11-

 
 

Note 7 - Net Loss Per Share

 

Basic net loss per share is computed by dividing net loss attributable to common stockholders by the weighted-average number of shares of common stock outstanding during the period. The weighted-average number of shares of common stock outstanding does not include any potentially dilutive securities or unvested Restricted Stock. 

 

Diluted net loss per share is computed by giving effect to all potential shares of common stock, including stock options, preferred stock, warrants, and unvested Restricted Stock, to the extent they are dilutive. For the three and six months ended June 30, 2024 and 2023, all such common stock equivalents have been excluded from diluted net loss per share as the effect to net loss per share would be anti-dilutive (due to the net loss).

 

The following table sets forth the computation of the Company’s basic and diluted net loss per share (in thousands, except per share data):

 

  

Three Months Ended June 30,

  

Six Months Ended June 30,

 
  

2024

  

2023

  

2024

  

2023

 

Numerator:

                

Net loss

 $(983) $(1,049) $(2,119) $(2,268)

Less: preferred stock dividends

  20   149   64   149 

Less: inducement of warrant exercise

     751      751 

Less: warrant modification

           25 

Net loss attributable to common stockholders

 $(1,003) $(1,949) $(2,183) $(3,193)

Denominator:

                

Weighted-average number of shares of common stock for basic and diluted net loss per share

  22,882   2,487   20,003   2,277 

Basic and diluted net loss per share

 $(0.04) $(0.78) $(0.11) $(1.40)

 

The following table represents the potential shares that were excluded from the computation of weighted-average number of shares of common stock in computing the diluted net loss per share for the periods presented because including them would have had an anti-dilutive effect (due to the net loss):

 

  

As of June 30,

 
  

2024

  

2023

 

Outstanding stock options

  10,000   10,000 

Common stock issuable upon conversion of Series F Preferred Stock (1)

  1,964,986   3,728,070 

Common stock issuable upon conversion of Series F Preferred Warrants (2)

  111,396,848   19,152,047 

Common stock issuable upon conversion of Common Stock warrants

  5,101,345   4,139,784 

 

 

(1)

Calculation assumes conversion of the stated value, and accrued dividends, of the Series F Preferred Stock into Common Stock at the Floor Price as of June 30, 2024, and at the initial conversion price of $1.71 as of June 30, 2023.

  

 

 

(2)

Calculation assumes exercise of the Series F Preferred Warrants for cash into Series F Preferred Stock and subsequent conversion of the Series F Preferred Stock into Common Stock at the Floor Price as of June 30, 2024 and at the initial conversion price of $1.71 as of  June 30, 2023.

  

 

- 12-

 
 

Note 8 - Segment Reporting

 

The Company currently operates in two segments: (1) “Managed Services” which represents the business surrounding managed services for video collaboration and network applications; and (2) “Collaboration Products” which represents the business surrounding our Mezzanine™ product offerings.

 

Certain information concerning the Company’s segments for the three and six months ended June 30, 2024 and 2023 is presented in the following tables (in thousands):

 

  

Three Months Ended June 30, 2024

 
  

Managed Services

  

Collaboration Products

  

Corporate

  

Total

 

Revenue

 $508  $103  $  $611 

Cost of revenues

  331   160      491 

Gross profit

 $177  $(57) $  $120 

Gross profit %

  35%  (55)%     20%
                 

Allocated operating expenses

 $31  $122  $  $153 

Unallocated operating expenses

        985   985 

Total operating expenses

 $31  $122  $985  $1,138 
                 

Operating income (loss)

 $146  $(179) $(985) $(1,018)

Interest income, net

  (35)  (9)     (44)

Income (loss) before income taxes

  181   (170)  (985)  (974)

Income tax expense

  6   3      9 

Net income (loss)

 $175  $(173) $(985) $(983)

 

  

Three Months Ended June 30, 2023

 
  

Managed Services

  

Collaboration Products

  

Corporate

  

Total

 

Revenue

 $640  $316  $  $956 

Cost of revenues

  430   404      834 

Gross profit

 $210  $(88) $  $122 

Gross profit %

  33%  (28)%     13%
                 

Allocated operating expenses

 $3  $(376) $  $(373)

Unallocated operating expenses

       $1,586   1,586 

Total operating expenses

 $3  $(376) $1,586  $1,213 
                 

Operating income (loss)

 $207  $288  $(1,586) $(1,091)

Interest income, net

  (37)  (5)     (42)

Income (loss) before income taxes

  244   293   (1,586)  (1,049)

Income tax expense

            

Net income (loss)

 $244  $293  $(1,586) $(1,049)

 

- 13-

 
  

Six Months Ended June 30, 2024

 
  

Managed Services

  

Collaboration Products

  

Corporate

  

Total

 

Revenue

 $1,030  $207  $  $1,237 

Cost of revenues

  700   420      1,120 

Gross profit

 $330  $(213) $  $117 

Gross profit %

  32%  (103)%     9%
                 

Allocated operating expenses

 $62  $243  $  $305 

Unallocated operating expenses

        2,014   2,014 

Total operating expenses

 $62  $243  $2,014  $2,319 
                 

Operating income (loss)

 $268  $(456) $(2,014) $(2,202)

Interest income, net

  (67)  (25)     (92)

Income (loss) before income taxes

  335   (431)  (2,014)  (2,110)

Income tax expense

  6   3      9 

Net income (loss)

 $329  $(434) $(2,014) $(2,119)

 

 

  

Six Months Ended June 30, 2023

 
  

Managed Services

  

Collaboration Products

  

Corporate

  

Total

 

Revenue

 $1,330  $664  $  $1,994 

Cost of revenues

  890   706      1,596 

Gross profit

 $440  $(42) $  $398 

Gross profit %

  33%  (6)%     20%
                 

Allocated operating expenses

 $3  $(90) $  $(87)

Unallocated operating expenses

        2,779   2,779 

Total operating expenses

 $3  $(90) $2,779  $2,692 
                 

Operating income (loss)

 $437  $48  $(2,779) $(2,294)

Interest income, net

  (34)  (30)     (64)

Income (loss) before income taxes

  471   78   (2,779)  (2,230)

Income tax expense

  7   31      38 

Net income (loss)

 $464  $47  $(2,779) $(2,268)

 

Unallocated operating expenses in Corporate include costs for the three and six months ended June 30, 2024 and 2023 that are not specific to a particular segment but are general to the group; included are expenses incurred for administrative and accounting staff, general liability and other insurance, professional fees, and other similar corporate expenses.

 

For the three and six months ended June 30, 2024 and 2023, there was no material revenue attributable to any individual foreign country.

 

Revenue by geographic area is allocated as follows (in thousands):

 

  

Three Months Ended June 30,

  

Six Months Ended June 30,

 
  

2024

  

2023

  

2024

  

2023

 

Domestic

 $209  $437  $470  $1,000 

Foreign

 $402  $519   767   994 
  $611  $956  $1,237  $1,994 

 

- 14-

 

Disaggregated information for the Company’s revenue has been recognized in the accompanying Condensed Consolidated Statements of Operations and is presented below according to contract type (in thousands):

 

  

Three Months Ended June 30,

 
  

2024

  

% of Revenue

  

2023

  

% of Revenue

 

Revenue: Managed Services

                

Video collaboration services

 $21   3% $46   5%

Network services

  484   79%  583   61%

Professional and other services

  3   0%  11   1%

Total Managed Services revenue

 $508   83% $640   67%
                 

Revenue: Collaboration Products

                

Visual collaboration product offerings

 $103   17% $316   33%

Total revenue

 $611   100% $956   100%

 

 

  

Six Months Ended June 30,

 
  

2024

  

% of Revenue

  

2023

  

% of Revenue

 

Revenue: Managed Services

                

Video collaboration services

 $35   3% $110   6%

Network services

  987   80%  1,201   60%

Professional and other services

  8   1%  19   1%

Total Managed Services revenue

 $1,030   83% $1,330   67%
                 

Revenue: Collaboration Products

                

Visual collaboration product offerings

 $207   17% $664   33%

Total revenue

 $1,237   100% $1,994   100%

 

The Company considers a significant customer to be one that comprises more than 10% of the Company’s consolidated revenues or accounts receivable. The loss of or a reduction in sales or anticipated sales to our most significant or several of our smaller customers could have a material adverse effect on our business, financial condition, and results of operations.

 

Concentration of consolidated revenues was as follows:

 

   

Three Months Ended June 30,

 
   

2024

  

2023

 
 

Segment

 

% of Revenue

  

% of Revenue

 

Customer A

Managed Services

  81%  56%

 

 

   

Six Months Ended June 30,

 
   

2024

  

2023

 
 

Segment

 

% of Revenue

  

% of Revenue

 

Customer A

Managed Services

  81%  54%

 

- 15-

 

Concentration of accounts receivable was as follows:

 

   

As of June 30, 2024

 
   

2024

  

2023

 
   

% of Accounts

  

% of Accounts

 
 

Segment

 

Receivable

  

Receivable

 

Customer A

Managed Services

  %  58%

Customer B

Collaboration Products

  40%  %

Customer C

Collaboration Products

  %  14%

Customer D

Managed Services

  12%  2%

Customer E

Collaboration Products

  12%  %

Customer F

Managed Services

  %  11%

 

 

Note 9 - Commitments and Contingencies

 

From time to time, we are subject to various legal proceedings arising in the ordinary course of business, including proceedings for which we have insurance coverage. As of the date hereof, we are not party to any legal proceedings that we currently believe will have a material adverse effect on our business, financial position, results of operations or liquidity.

 

COVID-19

 

On March 11, 2020, the World Health Organization (“WHO”) announced that infections of the novel Coronavirus (COVID-19) had become pandemic, and on March 13, 2020, the U.S. President announced a National Emergency relating to the disease. In May 2023, the WHO declared COVID-19 over as a global health emergency. Customers generally use our Mezzanine™ products in traditional office and operating center environments such as conference rooms or other presentation spaces. Revenue declines for our Collaboration Products business are primarily due to lower demand, largely a consequence of the commercial reactions to the COVID-19 pandemic and its prolonged effects. We believe the COVID-19 pandemic fundamentally altered the way businesses consider the use of physical office spaces and, consequently, the demand for technologies that enable in-person collaboration within these spaces. Our analysis indicates that the reduced demand for our Mezzanine™ products, particularly in the aftermath of COVID-19, reflects a broader reassessment among our customers regarding the necessity and investment in collaboration solutions tailored for traditional office environments. Continuation of this trend could cause further declines in our revenue for this business. Although the Company cannot presently quantify the future financial impacts of this trend, such impacts will likely continue to have a material adverse impact on the Company’s consolidated financial condition, results of operations, and cash flows.

 

- 16-

 
 

ITEM 2. MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

 

Overview

 

We are a provider of patented multi-stream collaboration products and managed services for video collaboration and network solutions. The Company currently operates in two segments: (1) “Collaboration Products,” which represents the business surrounding our Mezzanine™ product offerings, and (2) “Managed Services,” which represents the business surrounding managed services for video collaboration and network solutions.

 

Mezzanine Product Offerings

 

Our flagship product is called Mezzanine™, a family of turn-key products that enable dynamic and immersive visual collaboration across multi-users, multi-screens, multi-devices, and multi-locations (see further description of Mezzanine™ in Part I, Item 1). Mezzanine™ allows multiple people to share, control and arrange content simultaneously, from any location, enabling all participants to see the same content in its entirety at the same time in identical formats, resulting in dramatic enhancements to both in-room and virtual videoconference presentations. Applications include video telepresence, laptop and application sharing, whiteboard sharing and slides. Spatial input allows content to be spread across screens, spanning different walls, scalable to an arbitrary number of displays and interaction with our proprietary wand device. Mezzanine™ substantially enhances day-to-day virtual meetings with technology that accelerates decision making, improves communication, and increases productivity. Mezzanine™ scales up to support the most immersive and commanding innovation centers; across to link labs, conference spaces, and situation rooms; and down for the smallest work groups. Mezzanine’s digital collaboration platform can be sold as delivered systems in various configurations for small teams to total immersion experiences. The family includes the 200 Series (two display screen), 300 Series (three screen), and 600 Series (six screen). We also sell maintenance and support contracts related to Mezzanine™.

 

Historically, customers have used Mezzanine™ products in traditional office and operating center environments such as conference rooms or other presentation spaces. As discussed below, sales of our Mezzanine product have been adversely affected by the commercial response to the COVID-19 pandemic and its aftermath. Like many technology companies in recent months, we will continue to monitor and manage our costs relative to demand with the goal of growing the Company’s revenue in the future. To the extent we believe new investments in product development, marketing, or sales are warranted as a result of changes in market demand, we believe additional capital will be required to fund those efforts and our ongoing operations.

 

Managed Services for Video Collaboration

 

We provide a range of managed services for video collaboration, from automated to orchestrated, to simplify the user experience in an effort to drive adoption of video collaboration throughout our customers’ enterprise. We deliver our services through a hybrid service platform or as a service layer on top of our customers’ video infrastructure. We provide our customers with i) managed videoconferencing, where we set up and manage customer videoconferences and ii) remote service management, where we provide 24/7 support and management of customer video environments.

 

Managed Services for Network

 

We provide our customers with network solutions that ensure reliable, high-quality and secure traffic of video, data and internet. Network services are offered to our customers on a subscription basis. Our network services business carries variable costs associated with the purchasing and reselling of this connectivity.

 

 

Letter of Intent 

 

On June 4, 2024, we announced a non-binding letter of intent to acquire 100% of the outstanding equity interests of Dwellwell Analytics (“Dwellwell”). The proposed transaction was subject to conditions, including due diligence, negotiation of definitive documentation and board and shareholder approval. The exclusivity period under the letter of intent has expired. While the parties remain in communication, it appears unlikely that the transaction with Dwellwell will be pursued.

 

Strategy

 

In recent years, our Company has faced significant challenges, leading to declining revenues for both our Mezzanine™ product offerings and our Managed Services. These setbacks have prompted us to undertake a comprehensive review of our strategic direction with the aim of enhancing shareholder value through various means.

 

Our exploration of strategic alternatives is diverse, encompassing the consideration of a range of transformative actions. These include the possibility of a business combination, where we might merge with or be acquired by another company; a reverse merger, where a private company merges with us to become public without going through the traditional initial public offering process; or outright sale of the company. Each option is being carefully evaluated to ensure it aligns with our overarching goal of sustainable growth and value creation.

 

Our strategy for growth is twofold: (i) we aim to grow organically by expanding our market presence and increasing adoption of our products and services, and (ii) we are actively seeking inorganic growth opportunities through strategic partnerships or acquisitions. Specifically, we are interested in early-stage technology companies that are not just innovating but have also developed minimum viable products (MVPs) that have gained some measure of market acceptance. These companies may complement our existing offerings but, could also open new avenues for expansion by tapping into significant market opportunities.

 

In our quest to find the right partners or acquisition targets, we are particularly focused on ventures that have demonstrated their ability to innovate and capture early-stage interest of their target markets, indicating a clear path to scalability and a substantial market presence.

 

However, it's important to note that while we are committed to this strategic review process, there is no guaranteed outcome. The process of identifying and executing on the right strategic alternative, whether it be a merger, sale, or business combination, is complex and uncertain. We want our shareholders to understand that, despite our best efforts, there is no assurance that this strategic review will culminate in a definitive transaction involving the Company. Our priority remains clear: to explore every avenue that could potentially enhance the value we deliver to our shareholders and ensure the long-term success of our Company.

 

Oblongs Results of Operations

 

Three Months Ended June 30, 2024 (the 2024 Second Quarter) compared to the Three Months Ended June 30, 2023 (the 2023 Second Quarter)

 

Certain information concerning the Company’s segments for the three months ended June 30, 2024 and 2023 is presented below (in thousands):

 

   

Three Months Ended June 30, 2024

 
   

Managed Services

   

Collaboration Products

   

Corporate

   

Total

 

Revenue

  $ 508     $ 103     $     $ 611  

Cost of revenues

    331       160             491  

Gross profit

  $ 177     $ (57 )   $     $ 120  

Gross profit %

    35 %     (55 )%             20 %
                                 

Allocated operating expenses

  $ 31     $ 122     $     $ 153  

Unallocated operating expenses

                985       985  

Total operating expenses

  $ 31     $ 122     $ 985     $ 1,138  
                                 

Operating income (loss)

  $ 146     $ (179 )   $ (985 )   $ (1,018 )

Interest income, net

    (35 )     (9 )           (44 )

Income (loss) before income taxes

    181       (170 )     (985 )     (974 )

Income tax expense

    6       3             9  

Net income (loss)

  $ 175     $ (173 )   $ (985 )   $ (983 )

 

   

Three Months Ended June 30, 2023

 
   

Managed Services

   

Collaboration Products

   

Corporate

   

Total

 

Revenue

  $ 640     $ 316     $     $ 956  

Cost of revenues

    430       404             834  

Gross profit

  $ 210     $ (88 )   $     $ 122  

Gross profit %

    33 %     (28 )%             13 %
                                 

Allocated operating expenses

  $ 3     $ (376 )   $     $ (373 )

Unallocated operating expenses

              $ 1,586       1,586  

Total operating expenses

  $ 3     $ (376 )   $ 1,586     $ 1,213  
                                 

Operating income (loss)

  $ 207     $ 288     $ (1,586 )   $ (1,091 )

Interest income, net

    (37 )     (5 )           (42 )

Income (loss) before income taxes

    244       293       (1,586 )     (1,049 )

Income tax expense

                       

Net income (loss)

  $ 244     $ 293     $ (1,586 )   $ (1,049 )

 

Unallocated operating expenses in Corporate include costs during the 2024 and 2023 Second Quarters that are not specific to a particular segment but are general to the group; included are expenses incurred for administrative and accounting staff, general liability and other insurance, professional fees, and other similar corporate expenses.

 

 

Revenue. Total revenue decreased 36.1% in the 2024 Second Quarter compared to the 2023 Second Quarter. The following table summarizes the changes in components of our revenue (in thousands), and the significant changes in revenue are discussed in more detail below.

 

   

Three Months Ended June 30,

 
   

2024

   

% of Revenue

   

2023

   

% of Revenue

 

Revenue: Managed Services

                               

Video collaboration services

  $ 21       3 %   $ 46       5 %

Network services

    484       79 %     583       61 %

Professional and other services

    3       0 %     11       1 %

Total Managed Services revenue

  $ 508       83 %   $ 640       67 %
                                 

Revenue: Collaboration Products

                               

Visual collaboration product offerings

  $ 103       17 %   $ 316       33 %

Total revenue

  $ 611       100 %   $ 956       100 %

 

Managed Services

 

 

The decrease in revenue for video collaboration services is mainly attributable to lower revenue from existing customers (either from reductions in price or level of services) and loss of customers to competition.

 

 

The decrease in revenue for network services is mainly attributable to net attrition of customers and lower demand for our services given the competitive environment and pressure on pricing that exists in the network services business.

 

 

For the three months ended June 30, 2024, one customer made up 97% of Managed Services revenue. For the three months ended June 30, 2023, this same customer made up 84% of Managed Services revenue.

 

 

We expect revenue declines in our Managed Services segment will continue in the future.

 

Collaboration Products

 

 

Customers generally use our Mezzanine™ products in traditional office and operating center environments such as conference rooms or other presentation spaces. The year-over-year decrease in revenue for our Collaboration Products business is due to lower demand, largely a consequence of the workplace reactions to the COVID-19 pandemic and its prolonged effects. We believe the COVID-19 pandemic fundamentally altered the way businesses consider the use of physical office spaces and, consequently, the demand for technologies that enable in-person collaboration within these spaces. Our analysis indicates that the reduced demand for our Mezzanine™ products, particularly in the aftermath of COVID-19, reflects a broader reassessment among our customers regarding the necessity and investment in collaboration solutions tailored for traditional office environments.

 

Cost of Revenue (exclusive of amortization). Cost of revenue, exclusive of amortization and casualty loss, includes all internal and external costs related to the delivery of revenue. Cost of revenue also includes taxes which have been billed to customers. Cost of revenue by segment is presented in the following table (in thousands):

 

   

Three Months Ended June 30,

 
   

2024

   

2023

 

Cost of Revenue

               

Managed Services

  $ 331     $ 430  

Collaboration Products

    160       404  

Total cost of revenue

  $ 491     $ 834  

 

The decrease in our consolidated cost of revenue is mainly attributable to lower costs associated with the decrease in revenue during the same period, and by a decrease in the expense related to our reserve for obsolescence on our inventory asset for our Collaboration Products segment. Our consolidated gross profit as a percentage of revenue was 20% in the 2024 Second Quarter compared to a consolidated gross profit as a percentage of revenue of 13% in the 2023 Second Quarter.

 

 

Our Managed Services segment recorded a 35% gross profit as a percentage of sales for the 2024 Second Quarter compared to 33% in the 2023 Second Quarter.

 

Our Collaboration Products segment recorded a negative gross profit as a percentage of sales of 55% for the 2024 Second Quarter compared to a negative gross profit as a percentage of sales of 28% in the 2023 Second Quarter. This decrease was mainly attributable to an increase in personnel costs as a percentage of revenue, partially offset by a reduction in the expense related to our inventory obsolescence reserve of $164,000 in the 2024 Second Quarter compared to the 2023 Second Quarter.

 

Operating expenses are presented in the following table (in thousands):

 

   

Three Months Ended June 30,

                 
   

2024

   

2023

   

$ Change

   

% Change

 

Operating expenses:

                               

Research and development

  $ 65     $ 5     $ 60       1200 %

Sales and marketing

    57       (58 )     115       (198 )%

General and administrative

    1,016       1,577       (561 )     (36 )%

Amortization

          87       (87 )     (100 )%

Impairment charges

          2       (2 )     (100 )%

Casualty gain (insurance proceeds)

          (400 )     400       (100 )%

Total operating expenses

  $ 1,138     $ 1,213     $ (75 )     (6 )%

 

Research and Development. Research and development expenses include internal and external costs related to developing features and enhancements to our existing product offerings. The increase in research and development expenses for the 2024 Second Quarter compared to the 2023 Second Quarter is primarily attributable to an increase in consulting, and outsourced labor costs between these periods.

 

Sales and Marketing Expenses. The increase in sales and marketing expenses for the 2024 Second Quarter compared to the 2023 Second Quarter is primarily attributable to a reversal of approximately $294,000 in accrued compensation during the 2023 Second Quarter.

 

General and Administrative Expenses. General and administrative expenses include direct corporate expenses and costs of personnel in the various corporate support categories, including executive, finance and accounting, legal, human resources and information technology. The decrease in general and administrative expenses for the 2024 Second Quarter compared to the 2023 Second Quarter is primarily attributable to reduced stock compensation expense and professional service expenses as a result of cost-cutting measures.

 

Casualty Gain/Loss. In June 2022, the Company discovered that $533,000 of inventory was stolen from the Company's warehouse in City of Industry, California, and we recorded a casualty loss in operating expenses. During the 2023 Second Quarter, we recorded a recovery payment from one of our insurance policies of $400,000 as an offset to this casualty loss.

 

Amortization. The decrease in amortization expense for the 2024 Second Quarter compared to the 2023 Second Quarter is attributable to the impairment of certain assets during the year ended 2023.

 

Interest Income, Net. Interest income, net for the 2024 Second Quarter and the 2023 Second Quarter is primarily comprised of interest income related to our cash accounts.

 

Loss from Operations. The decrease in the Company’s loss from operations for the 2024 Second Quarter compared to the 2023 Second Quarter is mainly attributable to lower operating expenses during the 2024 Second Quarter, partially offset by the casualty loss recovery we recorded in the 2023 Second Quarter, as addressed above.

 

 

Oblongs Results of Operations

 

Six Months Ended June 30, 2024 (the 2024 Second Quarter) compared to the Six Months Ended June 30, 2023 (the 2023 Second Quarter)

 

Certain information concerning the Company’s segments for the six months ended June 30, 2024 and 2023 is presented below (in thousands):

 

 

   

Six Months Ended June 30, 2024

 
   

Managed Services

   

Collaboration Products

   

Corporate

   

Total

 

Revenue

  $ 1,030     $ 207     $     $ 1,237  

Cost of revenues

    700       420             1,120  

Gross profit

  $ 330     $ (213 )   $     $ 117  

Gross profit %

    32 %     (103 )%             9 %
                                 

Allocated operating expenses

  $ 62     $ 243     $     $ 305  

Unallocated operating expenses

                2,014       2,014  

Total operating expenses

  $ 62     $ 243     $ 2,014     $ 2,319  
                                 

Operating income (loss)

  $ 268     $ (456 )   $ (2,014 )   $ (2,202 )

Interest income, net

    (67 )     (25 )           (92 )

Income (loss) before income taxes

    335       (431 )     (2,014 )     (2,110 )

Income tax expense

    6       3             9  

Net income (loss)

  $ 329     $ (434 )   $ (2,014 )   $ (2,119 )

 

   

Six Months Ended June 30, 2023

 
   

Managed Services

   

Collaboration Products

   

Corporate

   

Total

 

Revenue

  $ 1,330     $ 664     $     $ 1,994  

Cost of revenues

    890       706             1,596  

Gross profit

  $ 440     $ (42 )   $     $ 398  

Gross profit %

    33 %     (6 )%             20 %
                                 

Allocated operating expenses

  $ 3     $ (90 )   $     $ (87 )

Unallocated operating expenses

                2,779       2,779  

Total operating expenses

  $ 3     $ (90 )   $ 2,779     $ 2,692  
                                 

Operating income (loss)

  $ 437     $ 48     $ (2,779 )   $ (2,294 )

Interest income, net

    (34 )     (30 )           (64 )

Income (loss) before income taxes

    471       78       (2,779 )     (2,230 )

Income tax expense

    7       31             38  

Net income (loss)

  $ 464     $ 47     $ (2,779 )   $ (2,268 )

 

Unallocated operating expenses in Corporate include costs during the six months ended June 30, 2024 and 2023 that are not specific to a particular segment but are general to the group; included are expenses incurred for administrative and accounting staff, general liability and other insurance, professional fees, and other similar corporate expenses.

 

 

Revenue. Total revenue decreased 38.0% in the six months ended June 30, 2024 compared to the six months ended June 30, 2023. The following table summarizes the changes in components of our revenue (in thousands), and the significant changes in revenue are discussed in more detail below.

 

   

Six Months Ended June 30,

 
   

2024

   

% of Revenue

   

2023

   

% of Revenue

 

Revenue: Managed Services

                               

Video collaboration services

  $ 35       3 %   $ 110       6 %

Network services

    987       80 %     1,201       60 %

Professional and other services

    8       1 %     19       1 %

Total Managed Services revenue

  $ 1,030       83 %   $ 1,330       67 %
                                 

Revenue: Collaboration Products

                               

Visual collaboration product offerings

  $ 207       17 %   $ 664       33 %

Total revenue

  $ 1,237       100 %   $ 1,994       100 %

 

Managed Services

 

 

The decrease in revenue for video collaboration services is mainly attributable to lower revenue from existing customers (either from reductions in price or level of services) and loss of customers to competition.

 

 

The decrease in revenue for network services is mainly attributable to net attrition of customers and lower demand for our services given the competitive environment and pressure on pricing that exists in the network services business.

 

 

For the six months ended June 30, 2024, one customer made up 98% of Managed Services revenue. For the six months ended June 30, 2023, this same customer made up 90% of Managed Services revenue.

 

 

We expect revenue declines in our Managed Services segment will continue in the future.

 

Collaboration Products

 

 

Customers generally use our Mezzanine™ products in traditional office and operating center environments such as conference rooms or other presentation spaces. The year-over-year decrease in revenue for our Collaboration Products business is due to lower demand, largely a consequence of the workplace reactions to the COVID-19 pandemic and its prolonged effects. We believe the COVID-19 pandemic fundamentally altered the way businesses consider the use of physical office spaces and, consequently, the demand for technologies that enable in-person collaboration within these spaces. Our analysis indicates that the reduced demand for our Mezzanine™ products, particularly in the aftermath of COVID-19, reflects a broader reassessment among our customers regarding the necessity and investment in collaboration solutions tailored for traditional office environments.

 

Cost of Revenue (exclusive of amortization). Cost of revenue, exclusive of amortization and casualty loss, includes all internal and external costs related to the delivery of revenue. Cost of revenue also includes taxes which have been billed to customers. Cost of revenue by segment is presented in the following table (in thousands):

 

   

Six Months Ended June 30,

 
   

2024

   

2023

 

Cost of Revenue

               

Managed Services

  $ 700     $ 890  

Collaboration Products

    420       706  

Total cost of revenue

  $ 1,120     $ 1,596  

 

The decrease in our consolidated cost of revenue is mainly attributable to lower costs associated with the decrease in revenue during the same period and by a decrease in the expense related to our reserve for obsolescence on our inventory asset for our Collaboration Products segment. Our consolidated gross profit as a percentage of revenue was 9% in the six months ended June 30, 2024 compared to a consolidated gross profit as a percentage of revenue of 20% in the six months ended June 30, 2023.

 

Our Managed Services segment recorded a 32% gross profit as a percentage of sales for the six months ended June 30, 2024 compared to a gross profit as a percentage of revenue of 33% in the six months ended June 30, 2023.

 

Our Collaboration Products segment recorded a negative gross profit as a percentage of sales of 103% for the six months ended June 30, 2024 compared to a negative gross profit as a percentage of sales of 6% in the six months ended June 30, 2023. This decrease was mainly attributable to an increase in personnel costs as a percentage of revenue, partially offset by a reduction in the expense related to our inventory obsolescence reserve of $130,000 in the six months ended June 30, 2024 compared to the six months ended June 30, 2023.

 

 

Operating expenses are presented in the following table (in thousands):

 

   

Six Months Ended June 30,

                 
   

2024

   

2023

   

$ Change

   

% Change

 

Operating expenses:

                               

Research and development

  $ 115     $ 11     $ 104       945 %

Sales and marketing

    111       160       (49 )     (31 )%

General and administrative

    2,093       2,746       (653 )     (24 )%

Amortization

          173       (173 )     (100 )%

Casualty gain (insurance proceeds)

          (400 )     400       (100 )%

Impairment charges

          2       (2 )     (100 )%

Total operating expenses

  $ 2,319     $ 2,692     $ (373 )     (14 )%

 

Research and Development. Research and development expenses include internal and external costs related to developing features and enhancements to our existing product offerings. The increase in research and development expenses for the six months ended June 30, 2024 compared to the six months ended June 30, 2023 is primarily attributable to an increase in consulting, and outsourced labor costs between these periods.

 

Sales and Marketing Expenses. The decrease in sales and marketing expenses for the six months ended June 30, 2024 compared to the six months ended June 30, 2023 is primarily attributable to lower personnel costs due to reduced marketing costs between these periods.

 

General and Administrative Expenses. General and administrative expenses include direct corporate expenses and costs of personnel in the various corporate support categories, including executive, finance and accounting, legal, human resources and information technology. The decrease in general and administrative expenses for the six months ended June 30, 2024 compared to the six months ended June 30, 2023 is primarily attributable to reduced stock compensation expense and overhead and professional service expenses as a result of cost-cutting measures.

 

Casualty Gain/Loss. In June 2022, the Company discovered that $533,000 of inventory was stolen from the Company's warehouse in City of Industry, California, and we recorded a casualty loss in operating expenses. During the six months ended June 30, 2023, we recorded a recovery payment from one of our insurance policies of $400,000 as an offset to this casualty loss.

 

Amortization. The decrease in amortization expense for the six months ended June 30, 2024 compared to the six months ended June 30, 2023 is attributable to the impairment of certain assets during the year ended 2023.

 

Interest Income, Net. Interest income, net for the six months ended June 30, 2024 and 2023 is primarily comprised of interest income related to our cash accounts.

 

Loss from Operations. The decrease in the Company’s loss from operations for the six months ended June 30, 2024 compared to the six months ended June 30, 2023 is mainly attributable to lower operating expenses during the six months ended June 30, 2024, partially offset by the casualty loss recovery we recorded during the six months ended June 30, 2023 and by lower gross profit, as addressed above.

 

Off-Balance Sheet Arrangements

 

As of June 30, 2024, we had no off-balance sheet arrangements.

 

Inflation

 

Management does not believe inflation had a significant effect on the Condensed Consolidated Financial Statements for the periods presented.

 

 

Critical Accounting Policies

 

There have been no changes to our critical accounting policies during the six months ended June 30, 2024. Critical accounting policies and the significant estimates made in accordance with such policies are regularly discussed with our Audit Committee. Those policies are discussed under “Critical Accounting Policies” in “Part II. Item 7. Managements Discussion and Analysis of Financial Condition and Results of Operations” as well as in our Condensed Consolidated Financial Statements and the footnotes thereto, each included in our 2023 Annual Report.

 

Liquidity and Capital Resources

 

As of June 30, 2024, we had $5,858,000 in cash and working capital of $5,047,000. For the six months ended June 30, 2024 we incurred a net loss of $2,119,000, financing activities provided $1,478,000 of net cash, and we used $1,610,000 of net cash in operating activities.

 

We believe that our existing cash and cash equivalents will be sufficient to fund our operations and meet our working capital requirements through 2025. We believe additional capital will be required, in the long term, to fund operations and provide growth capital including our pursuit of potential strategic alternatives and investments in technology, product development and sales and marketing. To access capital to fund operations or provide growth capital, we will need to raise capital in one or more debt and/or equity offerings. There can be no assurance that we will be successful in raising necessary capital or that any such offering will be on terms acceptable to the Company. If we are unable to raise additional capital that may be needed on terms acceptable to us, it could have a material adverse effect on the Company.

 

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

 

As a “smaller reporting company” as defined by the rules and regulations of the SEC, we are not required to provide this information.

 

ITEM 4. CONTROLS AND PROCEDURES

 

Disclosure Controls and Procedures

 

The Company’s management, with the participation of the Company’s Chief Executive Officer and Chief Financial Officer, has evaluated the effectiveness of the Company’s disclosure controls and procedures (as such term is defined in Rule 13a-15(e) and 15d-15(e) under the Exchange Act) as of June 30, 2024. Based on such evaluation, the Company’s Chief Executive Officer and Chief Financial Officer have concluded that, as of June 30, 2024, the Company’s disclosure controls and procedures are effective to ensure that information required to be disclosed by the Company in the reports we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified by the SEC’s rules and forms and are designed to ensure that information required to be disclosed by the Company in the reports we file or submit under the Exchange Act is accumulated and communicated to the Company’s management, including the Company’s Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure.

 

Changes in Internal Control Over Financial Reporting

 

No change in our internal control over financial reporting occurred during the fiscal quarter ended June 30, 2024, that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

 

 

PART II - OTHER INFORMATION

 

ITEM 1. LEGAL PROCEEDINGS

 

From time to time, we are subject to various legal proceedings arising in the ordinary course of business, including proceedings for which we have insurance coverage. As of the date hereof, we are not party to any legal proceedings that we currently believe will have a material adverse effect on our business, financial position, results of operations, or liquidity.

 

 

ITEM 1A. RISK FACTORS

 

A description of the risks associated with our business, financial conditions and results of operations is set forth in “Part I. Item 1A. Risk Factors” of our 2023 Annual Report. Except as set forth below, there have been no material changes to these risks during the six months ended June 30, 2024. The risks described in the 2023 Annual Report are not the only risks facing us. Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial, also may materially adversely affect our business, financial condition, or future results.

 

We rely on a limited number of customers for a significant portion of our revenue, and the loss of any one of those customers, or several of our smaller customers, could materially harm our business. A significant portion of our revenue is generated from a limited number of customers. For both the three and six months ended June 30, 2024, one major customer accounted for 81% of the Company’s total consolidated revenue. The composition of our significant customers will vary from period to period, and we expect that most of our revenue will continue, for the foreseeable future, to come from a relatively small number of customers. Consequently, our financial results may fluctuate significantly from period-to-period based on the actions of one or more significant customers. A customer may take actions that affect the Company for reasons that we cannot anticipate or control, such as reasons related to the customer’s financial condition, changes in the customer’s business strategy or operations, changes in technology and the introduction of alternative competing products, or as the result of the perceived quality or cost-effectiveness of our products. Our agreements with these customers may be canceled if we materially breach the agreement or for other reasons outside of our control such as insolvency or financial hardship that may result in a customer filing for bankruptcy court protection against unsecured creditors. If our customers were to experience losses due to a failure of a depository institution to return their deposits, it could expose us to an increased risk of nonpayment under our contracts with them. In addition, our customers may seek to renegotiate the terms of current agreements or renewals. The loss of or a reduction in sales or anticipated sales to our most significant or several of our smaller customers could have a material adverse effect on our business, financial condition, and results of operations.

 

We could fail to satisfy the standards to maintain our listing on a stock exchange. Our Common Stock is listed on The Nasdaq Capital Market. In order to maintain that listing, we must satisfy minimum financial and other continued listing requirements and standards. Previously, on September 21, 2023, we received a letter from the listing qualifications staff of Nasdaq providing notification that the bid price for our Common Stock had closed below $1.00 per share for the previous 30 consecutive business days and our Common Stock no longer met the minimum bid price requirement for continued listing under Nasdaq Listing Rule 5550(a)(2). In accordance with Nasdaq Listing Rule 5810(c)(3)(A), we were provided an initial period of 180 calendar days, until March 19, 2024, in which to regain compliance. To regain compliance, the closing bid price of our Common Stock must meet or exceed $1.00 per share for a minimum of 10 consecutive business days at any time before the expiration of the initial compliance period.

 

On March 20, 2024, the Company received written notification from the Listing Qualifications Department of Nasdaq, granting the Company's request for a 180-day extension to regain compliance with the Bid Price Rule. The Company now has until September 16, 2024 to meet the requirement. If at any time prior to September 16, 2024, the bid price of the Company's ordinary shares closes at $1.00 per share or more for a minimum of 10 consecutive business days, the Company will regain compliance with the Bid Price Rule.

 

If the Company does not regain compliance with the Bid Price Rule during the additional 180-day extension, Nasdaq will provide written notification to the Company that its Common Stock will be delisted. At that time, the Company may appeal such delisting determination to a hearings panel pursuant to the procedures set forth in the applicable Nasdaq Listing Rules. There can be no assurance that such appeal would be successful.

 

In the event that we are unable to establish compliance, or again become non-compliant, with Rule 5550(a)(2) or other continued listing requirements of Nasdaq and cannot re-establish compliance within the required timeframe, our Common Stock could be delisted from The Nasdaq Capital Market, which could have a material adverse effect on our financial condition and which may cause the value of our Common Stock to decline. If our Common Stock is not eligible for listing or quotation on another market or exchange, trading of our Common Stock could be conducted in the over-the-counter market or on an electronic bulletin board established for unlisted securities such as the Pink Sheets or the OTC Bulletin Board. In such event, it would become more difficult to dispose of, or obtain accurate price quotations for, our Common Stock, and there would likely be a reduction in our coverage by security analysts and the news media, which could cause the price of our Common Stock to decline further. In addition, it may be difficult for us to raise additional capital if we are not listed on a national securities exchange.

 

 

While Nasdaq rules do not impose a specific limit on the number of times a listed company may effect a reverse stock split to maintain or regain compliance with Listing Rule 5810(c)(3)(A), Nasdaq has stated that a series of reverse stock splits may undermine investor confidence in securities listed on Nasdaq. Accordingly, Nasdaq may determine that it is not in the public interest to maintain our listing, even if we regain compliance with Listing Rule 5810(c)(3)(A) as a result of any reverse stock split. In addition, Nasdaq Listing Rule 5810(c)(3)(A)(iv) states that any listed company that fails to meet Listing Rule 5810(c)(3)(A) after effecting one or more reverse stock splits over the prior two-year period with a cumulative ratio of 250 shares or more to one will not be eligible for an automatic 180-day grace compliance period and the Nasdaq Listing Qualifications Department is obligated to immediately issue a delisting determination.

 

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

 

Unregistered Sales of Equity Securities by the Company

 

There have been no unregistered sales of securities by the Company during the period covered by this Report that have not been previously reported in a Current Report on Form 8-K.

 

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

 

None.

 

ITEM 4. MINE SAFETY DISCLOSURES

 

Not applicable.

 

 

ITEM 5. OTHER INFORMATION

 

(c) During the period covered by this Quarterly Report on Form 10-Q, no director or officer of the Company adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408 of Regulation S-K.

 

- 26-

 
 

ITEM 6. EXHIBITS

 

Exhibit
Number

 

Description

3.1

 

Amended and Restated Certificate of Incorporation, as amended (filed as Exhibit 3.1 to the Registrant's Quarterly Report on Form 10-Q, filed with the SEC on May 10, 2023, and incorporated herein by reference).

3.2

 

By-laws, as amended by the First Amendment to Amended and Restated By-Laws, dated October 19, 2023 (filed as Exhibit 3.2 to the Registrant’s Annual Report on Form 10-K filed with the SEC on March 19, 2024, and incorporated herein by reference).

4.1

 

Certificate of Designations, Preferences and Rights of Series D Preferred Stock (filed as Exhibit 4.6 to the Registrants Current Report on Form 8-K filed with the SEC on September 24, 2007, and incorporated herein by reference).

4.2

 

Certificate of Designations, Preferences and Rights of Series A-2 Preferred Stock of the Registrant (filed as Exhibit 4.1 to the Registrant’s Current Report on Form 8-K filed with the SEC on August 11, 2009, and incorporated herein by reference).

4.3

 

Certificate of Designations, Preferences and Rights of Perpetual Series B Preferred Stock of the Registrant (filed as Exhibit 4.1 to the Registrant’s Current Report on Form 8-K filed with the SEC on March 30, 2010, and incorporated herein by reference).

4.4

 

Certificate of Designations, Preferences and Rights of Perpetual Series B-1 Preferred Stock of the Registrant (filed as Exhibit 3.1 to the Registrant’s Current Report on Form 8-K filed with the SEC on August 9, 2011, and incorporated herein by reference).

4.5

 

Certificate of Designations of Rights, Powers, Preferences, Privileges and Restrictions of the 0% Series B Convertible Preferred Stock (filed as Exhibit 3.1 to the Registrant’s Current Report on Form 8-K filed with the SEC on November 14, 2017, and incorporated herein by reference).

4.6

 

Certificate of Designations of Rights, Powers, Preferences, Privileges and Restrictions of the 0% Series C Convertible Preferred Stock (filed as Exhibit 3.1 to the Registrant’s Current Report on Form 8-K filed with the SEC on January 25, 2018, and incorporated herein by reference).

4.7

 

Certificate of Designations of the 6.0% Series D Convertible Preferred Stock (filed as Exhibit 3.1 to the Registrant’s Current Report on Form 8-K filed with the SEC on October 7, 2019, and incorporated herein by reference).

4.8

 

Certificate of Designations of the 6.0% Series E Convertible Preferred Stock (filed as Exhibit 3.2 to the Registrant’s Current Report on Form 8-K filed with the SEC on October 7, 2019, and incorporated herein by reference).

4.9

 

Certificate of Designations of the 9.0% Series F Convertible Preferred Stock (filed as Exhibit 3.1 to the Registrant’s Current Report on Form 8-K filed with the SEC on April 3, 2023, and incorporated herein by reference).

4.10

 

Form of Common Warrant (filed as Exhibit 4.1 to the Registrant’s Current Report on Form 8-K filed with the SEC on April 3, 2023, and incorporated herein by reference).

4.11

 

Form of Preferred Warrant (filed as Exhibit 4.2 to the Registrant’s Current Report on Form 8-K filed with the SEC on April 3, 2023, and incorporated herein by reference).

31.1*

 

Rule 13a14(a)/15d14(a) Certification of the Chief Executive Officer.

31.2*

 

Rule 13a14(a)/15d14(a) Certification of the Chief Financial Officer.

32.1**

 

Section 1350 Certification of the Chief Executive Officer and Chief Financial Officer.

101.INS

 

Inline XBRL Instance Document

101.SCH

 

Inline XBRL Taxonomy Extension Schema

101.CAL

 

Inline XBRL Taxonomy Extension Calculation Linkbase

101.DEF

 

Inline XBRL Taxonomy Extension Definition Linkbase

101.LAB

 

Inline XBRL Taxonomy Extension Label Linkbase

101.PRE

 

Inline XBRL Taxonomy Extension Presentation Linkbase

104   Cover Page Interactive Data File (embedded within the Inline XBRL and contained in Exhibit 101)

 

* Filed herewith.

** Furnished herewith.

 

 

SIGNATURES

 

In accordance with the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.    

 

 

OBLONG, INC.

 
       

August 7, 2024

By:

/s/ Peter Holst

 
   

Peter Holst

 
   

Chief Executive Officer

 
   

(Principal Executive Officer)

 

 

 

August 7, 2024

By:

/s/ David Clark

 
   

David Clark

 
   

Chief Financial Officer

 
   

(Principal Financial and Accounting Officer)

 

 

-28-

Exhibit 31.1

 

CERTIFICATION OF CHIEF EXECUTIVE OFFICER

 

I, Peter Holst, certify that:

 

1.

I have reviewed this quarterly report on Form 10-Q of Oblong, Inc.;

 

2.

Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

 

3.

Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

 

4.

The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

 

 

(a)

Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

 

 

(b)

Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

 

 

(c)

Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

 

 

(d)

Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting.

 

5.

The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

 

 

(a)

All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

 

 

(b)

Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

 

Date: August 7, 2024

 

  /s/ Peter Holst  
  Peter Holst  
  Chief Executive Officer
  (principal executive officer)

 

 

Exhibit 31.2

 

CERTIFICATION OF CHIEF FINANCIAL OFFICER

I, David Clark, certify that:

 

1.

I have reviewed this quarterly report on Form 10-Q of Oblong, Inc.;

 

2.

Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

 

3.

Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

 

4.

The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

 

 

(a)

Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

 

 

(b)

Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

 

 

(c)

Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

 

 

(d)

Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting.

 

5.

The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

 

 

(a)

All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

 

 

(b)

Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

 

Date: August 7, 2024

 

  /s/ David Clark  
  David Clark  
  Chief Financial Officer
  (principal financial and accounting officer)

 

 

Exhibit 32.1

 

SECTION 906 CERTIFICATION

 

The undersigned officers of Oblong, Inc., a Delaware corporation (the "Company"), do hereby certify, in accordance with 18 U.S.C. Section 1350, as created pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

 

 

1.

The accompanying Quarterly Report on Form 10-Q of the Company for the quarter ended June 30, 2024 (the "Report") fully complies with the requirements of Section 13(a) or 15(d), as applicable, of the Securities Exchange Act of 1934, as amended; and

 

 

2.

The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

 

Date: August 7, 2024

 

  /s/ Peter Holst  
  Peter Holst  
  Chief Executive Officer
     
  /s/ David Clark  
  David Clark  
  Chief Financial Officer

 

 
v3.24.2.u1
Document And Entity Information - shares
6 Months Ended
Jun. 30, 2024
Aug. 06, 2024
Document Information [Line Items]    
Entity Central Index Key 0000746210  
Entity Registrant Name Oblong, Inc.  
Amendment Flag false  
Current Fiscal Year End Date --12-31  
Document Fiscal Period Focus Q2  
Document Fiscal Year Focus 2024  
Document Type 10-Q  
Document Quarterly Report true  
Document Period End Date Jun. 30, 2024  
Document Transition Report false  
Entity File Number 001-35376  
Entity Incorporation, State or Country Code DE  
Entity Tax Identification Number 77-0312442  
Entity Address, Address Line One 110 16th Street, Suite 1400-1024  
Entity Address, City or Town Denver  
Entity Address, State or Province CO  
Entity Address, Postal Zip Code 80202  
City Area Code 213  
Local Phone Number 683-8863 ext. 5  
Title of 12(b) Security Common Stock, par value $0.0001 per share  
Trading Symbol OBLG  
Security Exchange Name NASDAQ  
Entity Current Reporting Status Yes  
Entity Interactive Data Current Yes  
Entity Filer Category Non-accelerated Filer  
Entity Small Business true  
Entity Emerging Growth Company false  
Entity Shell Company false  
Entity Common Stock, Shares Outstanding   28,242,418
v3.24.2.u1
Condensed Consolidated Balance Sheets (Current Period Unaudited) - USD ($)
Jun. 30, 2024
Dec. 31, 2023
Preferred stock, par value (in dollars per share) $ 0.0001 $ 0.0001
Current assets:    
Cash and cash equivalents $ 5,858,000 $ 5,990,000
Accounts receivable, net 31,000 424,000
Inventory, net 88,000 239,000
Prepaid expenses and other current assets 317,000 243,000
Total current assets 6,294,000 6,896,000
Operating lease - right of use asset, net 0 17,000
Other assets 11,000 12,000
Total assets 6,305,000 6,925,000
Current liabilities:    
Accounts payable 111,000 211,000
Accrued expenses and other current liabilities 1,059,000 1,038,000
Current portion of deferred revenue 77,000 132,000
Operating lease liabilities 0 17,000
Total current liabilities 1,247,000 1,398,000
Long-term liabilities:    
Deferred revenue, net of current portion 6,000 26,000
Total liabilities 1,253,000 1,424,000
Commitments and contingencies (see Note 9)
Stockholders’ equity:    
Preferred stock Series F, convertible; $0.0001 par value; $545,000 stated value; 42,000 shares authorized, 545 and 1,930 shares issued and outstanding at June 30, 2024 and December 31, 2023, respectively 0 0
Common stock, $0.0001 par value; 150,000,000 shares authorized; 28,249,971 shares issued and 28,242,418 shares outstanding at June 30, 2024 and 16,692,124 shares issued and 16,684,571 outstanding at December 31, 2023 3,000 2,000
Treasury Stock, 7,553 common shares (181,000) (181,000)
Additional paid-in capital 235,580,000 233,911,000
Accumulated deficit (230,350,000) (228,231,000)
Total stockholders' equity 5,052,000 5,501,000
Total liabilities and stockholders’ equity $ 6,305,000 $ 6,925,000
v3.24.2.u1
Condensed Consolidated Balance Sheets (Current Period Unaudited) (Parentheticals) - USD ($)
Jun. 30, 2024
Dec. 31, 2023
Preferred stock, par value (in dollars per share) $ 0.0001 $ 0.0001
Preferred stock, stated value $ 545,000 $ 545,000
Preferred stock, shares authorized (in shares) 42,000 42,000
Preferred stock, shares issued (in shares) 545 1,930
Preferred stock, shares outstanding (in shares) 545 1,930
Common stock, par value (in dollars per share) $ 0.0001 $ 0.0001
Common stock, auhtoirzed (in shares) 150,000,000 150,000,000
Common stock, issued (in shares) 28,249,971 16,692,124
Common stock, outstanding (in shares) 28,242,418 16,684,571
Treasury stock, shares (in shares) 7,553 7,553
v3.24.2.u1
Condensed Consolidated Statements of Operations (Unaudited) - USD ($)
shares in Thousands
3 Months Ended 6 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2024
Jun. 30, 2023
Revenue $ 611,000 $ 956,000 $ 1,237,000 $ 1,994,000
Cost of revenues 491,000 834,000 1,120,000 1,596,000
Gross profit 120,000 122,000 117,000 398,000
Operating expenses:        
Research and development 65,000 5,000 115,000 11,000
Sales and marketing 57,000 (58,000) 111,000 160,000
General and administrative 1,016,000 1,577,000 2,093,000 2,746,000
Amortization 0 87,000 0 173,000
Impairment charges 0 2,000 0 2,000
Casualty gain (insurance proceeds) 0 (400,000) 0 (400,000)
Total operating expenses 1,138,000 1,213,000 2,319,000 2,692,000
Operating loss (1,018,000) (1,091,000) (2,202,000) (2,294,000)
Interest income, net (44,000) (42,000) (92,000) (64,000)
Loss before income taxes (974,000) (1,049,000) (2,110,000) (2,230,000)
Income tax expense 9,000 0 9,000 38,000
Net loss (983,000) (1,049,000) (2,119,000) (2,268,000)
Preferred stock dividends 20,000 149,000 64,000 149,000
Warrant modification 0 0 0 25,000
Induced conversion of warrants 0 751,000 0 751,000
Net loss attributable to common share holders $ (1,003,000) $ (1,949,000) $ (2,183,000) $ (3,193,000)
Net loss attributable to common stockholders per share:        
Basic and diluted net loss per share (in dollars per share) $ (0.04) $ (0.78) $ (0.11) $ (1.4)
Weighted-average number of shares of common stock:        
Basic and diluted (in shares) 22,882 2,487 20,003 2,277
v3.24.2.u1
Condensed Consolidated Statement of Stockholders' Equity (Unaudited) - USD ($)
$ in Thousands
Preferred Stock [Member]
Common Stock [Member]
Treasury Stock, Common [Member]
Additional Paid-in Capital [Member]
Retained Earnings [Member]
Total
Balance (in shares) at Dec. 31, 2022 0 2,071,000 8,000      
Balance at Dec. 31, 2022 $ 0 $ 0 $ (181) $ 227,645 $ (223,847) $ 3,617
Net loss $ 0 $ 0 $ 0 0 (1,219) (1,219)
Issuances related to stock compensation (in shares) 0 0 0      
Stock-based compensation $ 0 $ 0 $ 0 31 0 31
Issuance, preferred (in shares) 6,550 0 0      
Proceeds from private placement, net of fees and amounts held in escrow $ 0 $ 0 $ 0 1,473 0 1,473
Balance (in shares) at Mar. 31, 2023 6,550 2,071,000 8,000      
Balance at Mar. 31, 2023 $ 0 $ 0 $ (181) 229,149 (225,066) 3,902
Balance (in shares) at Dec. 31, 2022 0 2,071,000 8,000      
Balance at Dec. 31, 2022 $ 0 $ 0 $ (181) 227,645 (223,847) 3,617
Net loss           (2,268)
Balance (in shares) at Jun. 30, 2023 6,375 2,737,000 8,000      
Balance at Jun. 30, 2023 $ 0 $ 0 $ (181) 233,911 (226,115) 7,615
Balance (in shares) at Dec. 31, 2022 0 2,071,000 8,000      
Balance at Dec. 31, 2022 $ 0 $ 0 $ (181) 227,645 (223,847) 3,617
Issuances related to stock compensation (in shares)   180,000        
Issuances from Preferred Stock conversions (in shares)   14,102,000        
Issuances related to warrant exercises (in shares)   746,000        
Balance (in shares) at Dec. 31, 2023 1,930 16,692,000 8,000      
Balance at Dec. 31, 2023 $ 0 $ 2 $ (181) 233,911 (228,231) 5,501
Balance (in shares) at Mar. 31, 2023 6,550 2,071,000 8,000      
Balance at Mar. 31, 2023 $ 0 $ 0 $ (181) 229,149 (225,066) 3,902
Net loss $ 0 $ 0 $ 0 0 (1,049) (1,049)
Issuances related to stock compensation (in shares) 0 180,000 0      
Stock-based compensation $ 0 $ 0 $ 0 411 0 411
Issuances from Preferred Stock conversions (in shares) (175) 147,000 0      
Series F Preferred Stock conversions $ 0 $ 0 $ 0 4 0 4
Series F Preferred Stock dividends $ 0 $ 0 $ 0 (149) 0 (149)
Issuances related to warrant exercises (in shares) 0 339,000 0      
Warrant exercise, net of fees $ 0 $ 0 $ 0 534 0 534
Release of escrow from March 31, 2023 private placement 0 0 0 4,000 0 4,000
Fees associated with Series F Preferred Stock issuance $ 0 $ 0 $ 0 (38) 0 (38)
Balance (in shares) at Jun. 30, 2023 6,375 2,737,000 8,000      
Balance at Jun. 30, 2023 $ 0 $ 0 $ (181) 233,911 (226,115) 7,615
Balance (in shares) at Dec. 31, 2023 1,930 16,692,000 8,000      
Balance at Dec. 31, 2023 $ 0 $ 2 $ (181) 233,911 (228,231) 5,501
Net loss $ 0 $ 0 $ 0 0 (1,136) (1,136)
Issuances related to stock compensation (in shares) 0 0 0      
Stock-based compensation $ 0 $ 0 $ 0 31 0 31
Issuances from Preferred Stock conversions (in shares) (922) 3,602,000 0      
Series F Preferred Stock conversions $ 0 $ 0 $ 0 82 0 82
Series F Preferred Stock dividends $ 0 $ 0 $ 0 (44) 0 (44)
Balance (in shares) at Mar. 31, 2024 1,008 20,294,000 8,000      
Balance at Mar. 31, 2024 $ 0 $ 2 $ (181) 233,980 (229,367) 4,434
Balance (in shares) at Dec. 31, 2023 1,930 16,692,000 8,000      
Balance at Dec. 31, 2023 $ 0 $ 2 $ (181) 233,911 (228,231) 5,501
Net loss           (2,119)
Issuances from Preferred Stock conversions (in shares)   11,558,000        
Balance (in shares) at Jun. 30, 2024 545 28,250,000 8,000      
Balance at Jun. 30, 2024 $ 0 $ 3 $ (181) 235,580 (230,350) 5,052
Balance (in shares) at Mar. 31, 2024 1,008 20,294,000 8,000      
Balance at Mar. 31, 2024 $ 0 $ 2 $ (181) 233,980 (229,367) 4,434
Net loss $ 0 $ 0 $ 0 0 (983) (983)
Issuances related to stock compensation (in shares) 0 0 0      
Stock-based compensation $ 0 $ 0 $ 0 31 0 31
Issuances from Preferred Stock conversions (in shares) (2,111) 7,956,000 0      
Series F Preferred Stock conversions $ 0 $ 1 $ 0 111 0 112
Series F Preferred Stock dividends $ 0 $ 0 $ 0 (20) 0 (20)
Issuances related to warrant exercises (in shares) 1,648 0 0      
Warrant exercise, net of fees $ 0 $ 0 $ 0 1,478 0 1,478
Balance (in shares) at Jun. 30, 2024 545 28,250,000 8,000      
Balance at Jun. 30, 2024 $ 0 $ 3 $ (181) $ 235,580 $ (230,350) $ 5,052
v3.24.2.u1
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($)
1 Months Ended 3 Months Ended 6 Months Ended 12 Months Ended
Jun. 30, 2024
Jun. 30, 2024
Mar. 31, 2024
Jun. 30, 2023
Mar. 31, 2023
Jun. 30, 2024
Jun. 30, 2023
Dec. 31, 2023
Cash flows from operating activities:                
Net loss $ (2,119,000) $ (983,000) $ (1,136,000) $ (1,049,000) $ (1,219,000) $ (2,119,000) $ (2,268,000)  
Adjustments to reconcile net loss to net cash used in operating activities:                
Amortization   0   87,000   0 173,000  
Bad debt (recovery) expense           0 (32,000)  
Non-cash lease expense from right-of-use asset           17,000 77,000  
Stock-based compensation           62,000 442,000  
Casualty gain (insurance proceeds)   0   (400,000)   0 (400,000)  
Impairment charges - property and equipment           0 2,000  
Changes in operating assets and liabilities:                
Accounts receivable           393,000 203,000  
Inventory           151,000 321,000  
Prepaid expenses and other current assets           (74,000) 213,000  
Other assets           1,000 18,000  
Accounts payable           (100,000) (48,000)  
Accrued expenses and other current liabilities           151,000 (456,000)  
Deferred revenue           (75,000) (259,000)  
Lease liabilities           (17,000) (168,000)  
Net cash used in operating activities (1,610,000)         (1,610,000) (2,182,000)  
Cash flows from financing activities:                
Proceeds from private placement, net of issuance costs and amounts in escrow           0 5,435,000  
Net cash provided by financing activities 1,478,000         1,478,000 5,969,000  
(Decrease) increase in cash           (132,000) 3,787,000  
Cash and cash equivalents at beginning of period     $ 5,990,000   $ 3,085,000 5,990,000 3,085,000 $ 3,085,000
Cash and cash equivalents at end of period 5,858,000 5,858,000   6,872,000   5,858,000 6,872,000 5,990,000
Reconciliation of cash and cash equivalents                
Cash 5,358,000 5,358,000   6,872,000   5,358,000 6,872,000  
Current certificates of deposit 500,000 500,000   0   500,000 0 500,000
Total cash and cash equivalents $ 5,858,000 5,858,000   6,872,000   5,858,000 6,872,000 $ 5,990,000
Cash paid during the period for interest           5,000 9,000  
Cash paid for income taxes           0 31,000  
Non-cash investing and financing activities:                
Preferred stock dividends           64,000 149,000  
Common stock issued for conversion of Preferred Stock and accrued dividends           194,000 4,000  
Warrant modification           0 25,000  
Induced exercise of common stock warrants   $ 0   $ 751,000   0 751,000  
Common Stock Warrants [Member]                
Cash flows from financing activities:                
Net proceeds from exercise of warrants           0 534,000  
Preferred Warrants [Member]                
Cash flows from financing activities:                
Net proceeds from exercise of warrants           $ 1,478,000 $ 0  
v3.24.2.u1
Note 1 - Business Description and Significant Accounting Policies
6 Months Ended
Jun. 30, 2024
Notes to Financial Statements  
Business Description and Accounting Policies [Text Block]

Note 1 - Business Description and Significant Accounting Policies

 

Business Description

 

Oblong, Inc. (“Oblong” or “we” or “us” or the “Company”) was formed as a Delaware corporation in May 2000 and is a provider of patented multi-stream collaboration technologies and managed services for video collaboration and network applications.

 

Basis of Presentation

 

The Company's fiscal year ends on December 31 of each calendar year. The accompanying interim Condensed Consolidated Financial Statements are unaudited and have been prepared on substantially the same basis as our annual Consolidated Financial Statements for the fiscal year ended December 31, 2023. In the opinion of the Company's management, these interim Condensed Consolidated Financial Statements reflect all adjustments (consisting only of normal recurring adjustments) considered necessary for a fair statement of our financial position, results of operations and cash flows for the periods presented. The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the Condensed Consolidated Financial Statements and the reported amounts of revenue and expenses during the reporting periods. Actual results could differ from these estimates.

 

The December 31, 2023 Condensed Consolidated Balance Sheet data in this document was derived from audited consolidated financial statements. The Condensed Consolidated Financial Statements and notes included in this quarterly report on Form 10-Q do not include all disclosures required by U.S. generally accepted accounting principles and should be read in conjunction with the Company's audited consolidated financial statements as of and for the year ended December 31, 2023 and notes thereto included in the Company's fiscal 2023 Annual Report on Form 10-K, filed with the Securities and Exchange Commission (“SEC”) on March 19, 2024 (the “2023 Annual Report”).

 

The results of operations and cash flows for the interim periods included in these Condensed Consolidated Financial Statements are not necessarily indicative of the results to be expected for any future period or the entire fiscal year.

 

Principles of Consolidation

 

The Condensed Consolidated Financial Statements include the accounts of Oblong and our 100%-owned subsidiaries (i) GP Communications, LLC (“GP Communications”), whose business function is to provide interstate telecommunications services for regulatory purposes, and (ii) Oblong Industries, Inc. All inter-company balances and transactions have been eliminated in consolidation. The U.S. Dollar is the functional currency for all subsidiaries.

 

Cash and Cash Equivalents

 

As of June 30, 2024, our total cash balance of $5,858,000 is available. Of this balance $500,000 was held in short-term certificates of deposit with MidFirst Bank. As of December 31, 2023, our total cash balance of $5,990,000 was available with $500,000 held in short-term certificates of deposit with MidFirst Bank. The Company considers highly liquid investments with original maturities of three months or less to be cash equivalents.

 

Segments

 

The Company currently operates in two segments: (1) “Collaboration Products” which represents the business surrounding our Mezzanine™ product offerings, and (2) “Managed Services” which represents the business surrounding managed services for video collaboration and network solutions. See Note 8 - Segment Reporting for further discussion.

 

Use of Estimates

 

Preparation of the Condensed Consolidated Financial Statements in conformity with U.S. generally accepted accounting principles (“U.S. GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual amounts could differ from the estimates made. We continually evaluate estimates used in the preparation of our consolidated financial statements for reasonableness. Appropriate adjustments, if any, to the estimates used are made prospectively based upon such periodic evaluation. The significant areas of estimation include determining the allowances for inventory obsolescence and estimated credit losses and the inputs used in the fair value of equity-based awards.

 

Amortization Expense

 

As of June 30, 2024 and December 31, 2023, we had no intangible assets. Amortization expense related to intangible assets for the three and six months ended June 30, 2023 was $87,000 and $173,000, respectively.

 

Operating Lease Right-of-use-Assets and Liabilities

 

In February 2024, we exited our warehouse lease in City of Industry, California, and are no longer a party to any long-term operating leases. Right-of-use assets, net totaled $17,000 as of December 31, 2023, consisting of the warehouse lease discussed above. As of June 30, 2024, the Company had no right-of-use assets remaining. The remaining operating lease liability as of December 31, 2023 was $17,000, consisting of the warehouse lease discussed above. As of June 30, 2024, the Company had no lease liability remaining. During the six months ended June 30, 2024, we recorded $17,000 in lease expenses. During the three and six months ended June 30, 2023, we recorded $36,000 and $82,000 in lease expenses, respectively. These expenses are net of common charges, and sublease proceeds of $11,000 and $27,000, respectively.

 

Significant Accounting Policies

 

The significant accounting policies used in preparation of these Condensed Consolidated Financial Statements are disclosed in our 2023 Annual Report, and there have been no changes to the Company’s significant accounting policies during the six months ended June 30, 2024.

 

Recently Issued Accounting Pronouncements

 

In November 2023, the FASB issued ASU No. 2023-07, Segment Reporting (Topic280): Improvements to Reportable Segment Disclosures. The new guidance is intended to improve reportable segment disclosure requirements primarily through enhanced disclosures about significant segment expenses. The amendments are effective retrospectively for fiscal years beginning after December 15, 2023 and interim periods within fiscal years beginning after December 15, 2024. The Company is in the process of evaluating the impact that the adoption of this ASU will have on the financial statements and related disclosures, which is not expected to be material.

 

In December 2023, the FASB issued ASU No. 2023-09, Improvements to Tax Disclosures (Topic 740), to enhance the transparency and decision usefulness of income tax disclosures through changes to the rate reconciliation and income taxes paid information. This guidance is effective for fiscal years beginning after December 15, 2024, with early adoption permitted. The Company is evaluating the impact of adopting this new accounting guidance on its Consolidated Financial Statements.

v3.24.2.u1
Note 2 - Liquidity
6 Months Ended
Jun. 30, 2024
Notes to Financial Statements  
Substantial Doubt about Going Concern [Text Block]

Note 2 - Liquidity

 

As of June 30, 2024, we had $5,858,000 in cash and working capital of $5,047,000. For the six months ended June 30, 2024 we incurred a net loss of $2,119,000, financing activities provided $1,478,000 in net cash, and we used net cash of $1,610,000 in operating activities.

 

We believe that our existing cash and cash equivalents will be sufficient to fund our operations and meet our working capital requirements through 2025.

 

v3.24.2.u1
Note 3 - Accrued Expenses and Other Current Liabilities
6 Months Ended
Jun. 30, 2024
Notes to Financial Statements  
Accounts Payable and Accrued Liabilities Disclosure [Text Block]

Note 3 - Accrued Expenses and Other Current Liabilities

 

Accrued expenses and other current liabilities consisted of the following (in thousands):

 

  

June 30,

  

December 31,

 
  

2024

  

2023

 
         

Compensation costs

 $675  $448 

Customer deposits

  86   118 

Professional fees

  93   104 

Taxes and regulatory fees

  20   22 

Accrued rent

  170   202 

Accrued dividends on Series F Preferred Stock

  4   136 

Other accrued expenses and liabilities

  11   8 

Accrued expenses and other liabilities

 $1,059  $1,038 

 

v3.24.2.u1
Note 4 - Capital Stock
6 Months Ended
Jun. 30, 2024
Notes to Financial Statements  
Equity [Text Block]

Note 4 - Capital Stock

 

Common Stock

 

The Company’s common stock, par value $0.0001 per share (the “Common Stock”), is listed on the Nasdaq Capital Market (“Nasdaq”), under the ticker symbol “OBLG”. As of June 30, 2024, we had 150,000,000 shares of our Common Stock authorized, with 28,250,000 and 28,242,000 shares issued and outstanding, respectively.

 

During the three months ended June 30, 2024, 2,111 shares of Series F Preferred Stock, plus $110,000 of accrued dividends, were converted to 7,955,743 shares of the Company’s Common Stock. During the six months ended June 30, 2024, 3,033 shares of Series F Preferred Stock, plus $194,000 of accrued dividends, were converted into 11,558,000 shares of the Company's Common Stock. See Note 5 - Preferred Stock for further detail.

 

Common Stock activity for the year ended December 31, 2023 and six months ended June 30, 2024 is presented below (in thousands).

 

Issued Shares as of December 31, 2022

  2,071 

Issuances from Preferred Stock conversions

  14,102 

Issuances related to warrant exercises

  746 

Issuances related to stock compensation

  180 

Common shares exchanged for prepaid warrants

  (407)

Issued Shares as of December 31, 2023

  16,692 

Issuances from Preferred Stock conversions

  11,558 

Issued Shares as of June 30, 2024

  28,250 

Less Treasury Shares:

  (8)

Outstanding Shares as of June 30, 2024

  28,242 

 

Common Stock Warrants

 

During the three and six months ended June 30, 2024, Common Warrants were issued in accordance with the exercise provisions of the Preferred Warrants. See Note 5 - Preferred Stock for additional detail on the exercises of the Preferred Warrants. These Common Warrants are exercisable on the six-month anniversary of issuance, at an initial exercise price of $1.71, and have a term of five years.

 

Common Warrants outstanding as of June 30, 2024 are as follows:

 

Issue Date

 

Warrants Outstanding

  

Exercise Price

 

Expiration Date

          
          

Q2 2021

  750  $66.00 

Q4 2024

Q1 2023

  4,136,850  $1.71 

Q3 2028

Q2 2024

  963,745  $1.71 

Q4 2029

   5,101,345      

 

Common Warrant activity for the year ended December 31, 2023 and six months ended June 30, 2024 is presented below.

 

  

Outstanding

 
  

Number of Warrants

  

Weighted Average Exercise Price

 

Warrants outstanding as of December 31, 2022

  343,099  $ 

Granted

  4,543,626   1.56 

Exercised

  (746,027)  0.78 

Expired

  (2,848)  70.25 

Warrants outstanding as of December 31, 2023

  4,137,850   1.73 

Granted

  963,745   1.71 

Expired

  (250)  60.00 

Warrants outstanding as of June 30, 2024 (1)

  5,101,345  $1.71 
         

(1) Of the outstanding shares at June 30, 2024, 4,137,600 were exercisable.

        

 

Treasury Shares

 

The Company maintains treasury stock for the Common Stock shares bought back by the Company when withholding shares to cover taxes on transactions related to equity awards. There were no treasury stock transactions during the six months ended June 30, 2024 or the year ended December 31, 2023.

v3.24.2.u1
Note 5 - Preferred Stock
6 Months Ended
Jun. 30, 2024
Notes to Financial Statements  
Preferred Stock [Text Block]

Note 5 - Preferred Stock

 

Our Certificate of Incorporation authorizes the issuance of up to 5,000,000 shares of preferred stock. As of June 30, 2024, we had 1,983,250 designated shares of preferred stock and 545 shares of preferred stock issued and outstanding. As of December 31, 2023, we had 1,930 shares of preferred stock issued and outstanding.

 

Series F Preferred Stock

 

On March 30, 2023, the Company entered into a Securities Purchase Agreement (the “Purchase Agreement”) with certain accredited investors (the “Investors”), pursuant to which we issued and sold, in a private placement (the “Private Placement”) (i) 6,550 shares of our newly designated Series F Preferred Stock, $0.0001 par value per share (the “Series F Preferred Stock”), (ii) preferred warrants (the “Preferred Warrants”) to acquire 32,750 shares of Series F Preferred Stock, and (iii) common warrants (“Common Warrants” and with the Preferred Warrants the “Investor Warrants”) to acquire up to 3,830,417 shares of Common Stock. See Note 4 - Capital Stock for additional detail regarding the Common Warrants. The terms of the Series F Preferred Stock are as set forward in the Certificate of Designations of Series F Preferred Stock of Oblong, Inc. (the “Certificate of Designations”), which was filed and became effective with the Secretary of State of the State of Delaware on March 31, 2023. The Private Placement closed on March 31, 2023, in exchange for gross and net proceeds of $6,386,000 and $5,364,000, respectively. The financing fees associated with the Purchase Agreement were $1,022,000.

 

The Series F Preferred Shares are convertible into fully paid and non-assessable shares of the Company’s Common Stock at the election of the holder at any time at an initial conversion price of $1.71 (the “Conversion Price”). The holders of the Series F Preferred Shares may also elect to convert their shares at an alternative conversion price equal to the lower of (i) 80% of the applicable Conversion Price as in effect on the date of the conversion, (ii) 80% of the closing price on the trading day immediately preceding the delivery of the conversion notice, and (iii) the greater of (a) the Floor Price (as defined in the Certificate of Designations) and (b) the quotient of (x) the sum of the five lowest Closing Bid Prices (as defined in the Certificate of Designations) for trading days in the 30 consecutive trading day period ending and including the trading day immediately preceding the delivery of the applicable Conversion Notice, divided by (y) five. The Conversion Price is subject to customary adjustments for stock splits, stock dividends, stock combination recapitalization, or other similar transactions involving the Common Stock, and subject to price-based adjustment, on a full ratchet basis, in the event of any issuances of our common stock, or securities convertible, exercisable or exchangeable for Common Stock, at a price below the then-applicable Conversion Price (subject to certain exceptions).

 

On October 6, 2023, the Company and Investors holding a majority of the outstanding shares of the Preferred Stock agreed to waive any and all provisions, terms, covenants and obligations in the Certificate of Designations or Common Warrants to the extent such provisions permit the conversion or exercise of the Preferred Stock and the Common Warrants, respectively, to occur at a price below $0.2792. Notwithstanding anything to the contrary in the Certificate of Designations, each of the “Alternate Conversion Price” and the “Floor Price” as set forth in the Certificate of Designations shall in no event be less than $0.2792 (as adjusted for stock splits, stock dividends, stock combinations, recapitalizations and similar events).

 

Under the Certificate of Designations, the Series F Preferred Shares have an initial stated value of $1,000 per share (the “Stated Value”). The holders of the Series F Preferred Shares are entitled to dividends of 9% per annum, which will be payable in arrears quarterly. Accrued dividends may be paid, at our option, in cash and if not paid, shall increase the stated value of the Series F Preferred Shares. Upon the occurrence and during the continuance of a Triggering Event (as defined in the Certificate of Designations), the Series F Preferred Shares will accrue dividends at the rate of 20% per annum (the “Default Rate”). The Series F Preferred Shares have no voting rights, other than with respect to certain matters affecting the rights of the Series F Preferred Shares. On matters with respect to which the holders of the Series F Preferred Shares have a right to vote, holders of the Preferred Shares will have voting rights on an as-converted basis.

 

Our ability to settle conversions is subject to certain limitations set forth in the Certificate of Designations. Further, the Certificate of Designations contains a certain beneficial ownership limitation after giving effect to the issuance of shares of common stock issuable upon conversion of the Series F Preferred Shares.

 

The Certificate of Designations includes certain Triggering Events (as defined in the Certificate of Designations), including, among other things, (i) the failure to file and maintain an effective registration statement covering the sale of the holder’s securities registrable pursuant to the Registration Rights Agreement, (ii) the failure to pay any amounts due to the holders of the Series F Preferred Shares when due, and (iii) if Peter Holst ceases to be the chief executive officer of the Company other than because of his death, and a qualified replacement, reasonably acceptable to a majority of the holders of the Series F Preferred Shares, is not appointed within thirty (30) business days. In connection with a Triggering Event, the Default Rate is triggered. We are subject to certain affirmative and negative covenants regarding the incurrence of indebtedness, acquisition transactions, the existence of liens, the repayment of indebtedness, the payment of cash in respect of dividends (other than dividends pursuant to the Certificate of Designations), maintenance of properties and the transfer of assets, among other matters.

 

During the three and six months ended June 30, 2024, 2,111 and 3,033shares of Series F Preferred Stock, plus accrued dividends, were converted to 7,955,743 and 11,558,000 shares of the Company’s common stock, respectively. There were 545 shares of Series F Preferred Stock outstanding and accrued dividends of $4,000 as of June 30, 2024.

 

During the three and six months ended June 30, 2024, 1,648 Series F Preferred Shares were issued upon exercise of 1,648 Preferred Warrants. The Company received gross and net proceeds of $1,607,000 and $1,478,000, respectively. 

 

One of our directors, Jonathan Schechter, is currently a partner at The Special Equities Group ("SEG"), a division of Dawson James Securities, Inc. In March 2023, prior to Mr. Schechter's appointment to our board in May 2023, SEG acted as placement agent in connection with our March 31, 2023 Purchase Agreement. During the three and six months ended June 30, 2024, pursuant to the terms of our engagement later with Dawson James Securities, Inc., we paid SEG a cash fee equal to 8% of the aggregate gross proceeds raised from the exercise of the 1,648 Series F Preferred Warrants.  This fee was approximately $129,000. Mr. Schechter did not receive any of the fees paid.

 

Series F Preferred Stock transactions are summarized in the table below (in thousands except for shares of Series F Preferred Stock:

 

  

Series F Preferred Stock Shares

  

Preferred Stock Dividends

  

Weighted Average Conversion Price

  

Common Shares Issued from Conversions

 

March 31, 2023 Issuance

  6,550  $        

2023 Accrued Dividends

     345,000        

2023 Conversions

  (4,620)  (209,000) $0.34   14,102,000 

December 31, 2023 Balance

  1,930   136,000       14,102,000 

2024 Issuances

  1,648           

2024 Accrued Dividends

     63,000        

2024 Conversions

  (3,033)  (195,000) $0.28   11,558,000 

June 30, 2024 Balance

  545  $4,000  $0.33   25,660,000 

 

Series F Preferred Stock Warrants

 

The Preferred Warrants are exercisable for Series F Preferred Shares at an exercise price of $975. The exercise price is subject to customary adjustments for stock splits, stock dividends, stock combination recapitalizations or other similar transactions involving the Common Stock. The Preferred Warrants expire three years from the date of issuance and are exercisable for cash. For each Preferred Warrant exercised, the Investors shall receive Common Warrants to purchase a number of shares of Common Stock equal to 100% of the number of shares of Common Stock the Investors would receive if the Series F Preferred Shares issuable upon exercise of such Warrant were converted at the applicable Conversion Price. The fair value of the Preferred Warrants was recorded within additional paid-in capital upon issuance.

 

During the three and six months ended June 30, 2024, 1,648 Preferred Warrants were exercised for gross and net proceeds of $1,607,000 and $1,478,000, respectively. In accordance with the exercise provisions of the Preferred Stock, 963,745 Common Warrants were issued during the three and six months ended June 30, 2024See Note 4 - Capital Stock for further discussion of the Common Warrants. As of June 30, 2024, 31,102 Preferred Warrants remained outstanding.

 

v3.24.2.u1
Note 6 - Stock Based Compensation
6 Months Ended
Jun. 30, 2024
Notes to Financial Statements  
Share-Based Payment Arrangement [Text Block]

Note 6 - Stock Based Compensation

 

2019 Equity Incentive Plan

 

On December 19, 2019, the Oblong, Inc. 2019 Equity Incentive Plan (the “2019 Plan”) was approved by the Company’s stockholders at the Company’s 2019 Annual Meeting of Stockholders. The 2019 Plan is an omnibus equity incentive plan pursuant to which the Company may grant equity and cash incentive awards to certain key service providers of the Company and its subsidiaries. As of  December 31, 2023 and June 30, 2024, the share pool available for new grants under the 2019 Plan was 3.

 

Stock Options

 

A summary of stock option activity under our plans, and options outstanding as of, and changes made during the six months ended June 30, 2024 and year ended December 31, 2023 is presented below:

 

  

Outstanding

  

Exercisable

 
  

Number of Options

  

Weighted Average Exercise Price

  

Number of Options

  

Weighted Average Exercise Price

 

Options outstanding and exercisable, December 31, 2022

  16,668  $143.62   10,000  $239.38 

Vested

        3,336   48.75 

Expired

  (6,668)  285.89   (6,668)  285.89 

Options outstanding and exercisable, December 31, 2023

  10,000   48.75   6,668   48.75 

Vested

         3,332   48.75 

Options outstanding and exercisable, June 30, 2024

  10,000  $48.75   10,000  $48.75 

 

The intrinsic value of vested and unvested options was not significant for all periods presented. Stock compensation expense related to stock options for the three months ended June 30, 2024 and 2023 was $31,000 and stock compensation for the six months ended June 30, 2024 and 2023 was $62,000, which was included as a general and administrative expense on our Condensed Consolidated Statements of Operations. As of June 30, 2024 there is no remaining unamortized stock compensation expense.

 

Restricted Stock

 

As of June 30, 2024 and December 31, 2023, there were no outstanding restricted stock awards ("RSAs") or restricted stock units (“RSUs,” collectively "Restricted Stock"). There was no Restricted Stock activity or expense for the three and six months ended June 30, 2024. During the three and six months ended June 30, 2023, 42 RSAs became fully vested and were delivered in shares of the Company's common stock. These RSAs were issued in 2014 and had been fully expensed, so there was no stock compensation expense related to RSAs for the three and six months ended June 30, 2023. During the three and six months ended June 30, 2023, 177,564 RSUs were granted to certain board members. These RSU's vested immediately upon issuance and the stock compensation related to RSUs for the three and six months ended June 30, 2023 was $380,000, which was included in general and administrative expense on our Condensed Consolidated Statements of Operations. The following table shows a summary of Restricted Stock activity for the six months ended June 30, 2024 and the year ended December 31, 2023.

 

  

Restricted Stock Awards

  

Restricted Stock Units

 
  

Shares

  

Weighted Average Grant Price

  

Shares

  

Weighted Average Grant Price

 

Unvested shares, December 31, 2022

  42  $235.87     $ 

Granted

        177,564   2.14 

Vested

  (42)  235.87   (177,564)  2.14 

Unvested Shares, December 31, 2023

            

Unvested Shares, June 30, 2024

    $     $ 

 

v3.24.2.u1
Note 7 - Net Loss Per Share
6 Months Ended
Jun. 30, 2024
Notes to Financial Statements  
Earnings Per Share [Text Block]

Note 7 - Net Loss Per Share

 

Basic net loss per share is computed by dividing net loss attributable to common stockholders by the weighted-average number of shares of common stock outstanding during the period. The weighted-average number of shares of common stock outstanding does not include any potentially dilutive securities or unvested Restricted Stock. 

 

Diluted net loss per share is computed by giving effect to all potential shares of common stock, including stock options, preferred stock, warrants, and unvested Restricted Stock, to the extent they are dilutive. For the three and six months ended June 30, 2024 and 2023, all such common stock equivalents have been excluded from diluted net loss per share as the effect to net loss per share would be anti-dilutive (due to the net loss).

 

The following table sets forth the computation of the Company’s basic and diluted net loss per share (in thousands, except per share data):

 

  

Three Months Ended June 30,

  

Six Months Ended June 30,

 
  

2024

  

2023

  

2024

  

2023

 

Numerator:

                

Net loss

 $(983) $(1,049) $(2,119) $(2,268)

Less: preferred stock dividends

  20   149   64   149 

Less: inducement of warrant exercise

     751      751 

Less: warrant modification

           25 

Net loss attributable to common stockholders

 $(1,003) $(1,949) $(2,183) $(3,193)

Denominator:

                

Weighted-average number of shares of common stock for basic and diluted net loss per share

  22,882   2,487   20,003   2,277 

Basic and diluted net loss per share

 $(0.04) $(0.78) $(0.11) $(1.40)

 

The following table represents the potential shares that were excluded from the computation of weighted-average number of shares of common stock in computing the diluted net loss per share for the periods presented because including them would have had an anti-dilutive effect (due to the net loss):

 

  

As of June 30,

 
  

2024

  

2023

 

Outstanding stock options

  10,000   10,000 

Common stock issuable upon conversion of Series F Preferred Stock (1)

  1,964,986   3,728,070 

Common stock issuable upon conversion of Series F Preferred Warrants (2)

  111,396,848   19,152,047 

Common stock issuable upon conversion of Common Stock warrants

  5,101,345   4,139,784 

 

 

(1)

Calculation assumes conversion of the stated value, and accrued dividends, of the Series F Preferred Stock into Common Stock at the Floor Price as of June 30, 2024, and at the initial conversion price of $1.71 as of June 30, 2023.

  

 

 

(2)

Calculation assumes exercise of the Series F Preferred Warrants for cash into Series F Preferred Stock and subsequent conversion of the Series F Preferred Stock into Common Stock at the Floor Price as of June 30, 2024 and at the initial conversion price of $1.71 as of  June 30, 2023.

  

 

v3.24.2.u1
Note 8 - Segment Reporting
6 Months Ended
Jun. 30, 2024
Notes to Financial Statements  
Segment Reporting Disclosure [Text Block]

Note 8 - Segment Reporting

 

The Company currently operates in two segments: (1) “Managed Services” which represents the business surrounding managed services for video collaboration and network applications; and (2) “Collaboration Products” which represents the business surrounding our Mezzanine™ product offerings.

 

Certain information concerning the Company’s segments for the three and six months ended June 30, 2024 and 2023 is presented in the following tables (in thousands):

 

  

Three Months Ended June 30, 2024

 
  

Managed Services

  

Collaboration Products

  

Corporate

  

Total

 

Revenue

 $508  $103  $  $611 

Cost of revenues

  331   160      491 

Gross profit

 $177  $(57) $  $120 

Gross profit %

  35%  (55)%     20%
                 

Allocated operating expenses

 $31  $122  $  $153 

Unallocated operating expenses

        985   985 

Total operating expenses

 $31  $122  $985  $1,138 
                 

Operating income (loss)

 $146  $(179) $(985) $(1,018)

Interest income, net

  (35)  (9)     (44)

Income (loss) before income taxes

  181   (170)  (985)  (974)

Income tax expense

  6   3      9 

Net income (loss)

 $175  $(173) $(985) $(983)

 

  

Three Months Ended June 30, 2023

 
  

Managed Services

  

Collaboration Products

  

Corporate

  

Total

 

Revenue

 $640  $316  $  $956 

Cost of revenues

  430   404      834 

Gross profit

 $210  $(88) $  $122 

Gross profit %

  33%  (28)%     13%
                 

Allocated operating expenses

 $3  $(376) $  $(373)

Unallocated operating expenses

       $1,586   1,586 

Total operating expenses

 $3  $(376) $1,586  $1,213 
                 

Operating income (loss)

 $207  $288  $(1,586) $(1,091)

Interest income, net

  (37)  (5)     (42)

Income (loss) before income taxes

  244   293   (1,586)  (1,049)

Income tax expense

            

Net income (loss)

 $244  $293  $(1,586) $(1,049)

 

  

Six Months Ended June 30, 2024

 
  

Managed Services

  

Collaboration Products

  

Corporate

  

Total

 

Revenue

 $1,030  $207  $  $1,237 

Cost of revenues

  700   420      1,120 

Gross profit

 $330  $(213) $  $117 

Gross profit %

  32%  (103)%     9%
                 

Allocated operating expenses

 $62  $243  $  $305 

Unallocated operating expenses

        2,014   2,014 

Total operating expenses

 $62  $243  $2,014  $2,319 
                 

Operating income (loss)

 $268  $(456) $(2,014) $(2,202)

Interest income, net

  (67)  (25)     (92)

Income (loss) before income taxes

  335   (431)  (2,014)  (2,110)

Income tax expense

  6   3      9 

Net income (loss)

 $329  $(434) $(2,014) $(2,119)

 

 

  

Six Months Ended June 30, 2023

 
  

Managed Services

  

Collaboration Products

  

Corporate

  

Total

 

Revenue

 $1,330  $664  $  $1,994 

Cost of revenues

  890   706      1,596 

Gross profit

 $440  $(42) $  $398 

Gross profit %

  33%  (6)%     20%
                 

Allocated operating expenses

 $3  $(90) $  $(87)

Unallocated operating expenses

        2,779   2,779 

Total operating expenses

 $3  $(90) $2,779  $2,692 
                 

Operating income (loss)

 $437  $48  $(2,779) $(2,294)

Interest income, net

  (34)  (30)     (64)

Income (loss) before income taxes

  471   78   (2,779)  (2,230)

Income tax expense

  7   31      38 

Net income (loss)

 $464  $47  $(2,779) $(2,268)

 

Unallocated operating expenses in Corporate include costs for the three and six months ended June 30, 2024 and 2023 that are not specific to a particular segment but are general to the group; included are expenses incurred for administrative and accounting staff, general liability and other insurance, professional fees, and other similar corporate expenses.

 

For the three and six months ended June 30, 2024 and 2023, there was no material revenue attributable to any individual foreign country.

 

Revenue by geographic area is allocated as follows (in thousands):

 

  

Three Months Ended June 30,

  

Six Months Ended June 30,

 
  

2024

  

2023

  

2024

  

2023

 

Domestic

 $209  $437  $470  $1,000 

Foreign

 $402  $519   767   994 
  $611  $956  $1,237  $1,994 

 

Disaggregated information for the Company’s revenue has been recognized in the accompanying Condensed Consolidated Statements of Operations and is presented below according to contract type (in thousands):

 

  

Three Months Ended June 30,

 
  

2024

  

% of Revenue

  

2023

  

% of Revenue

 

Revenue: Managed Services

                

Video collaboration services

 $21   3% $46   5%

Network services

  484   79%  583   61%

Professional and other services

  3   0%  11   1%

Total Managed Services revenue

 $508   83% $640   67%
                 

Revenue: Collaboration Products

                

Visual collaboration product offerings

 $103   17% $316   33%

Total revenue

 $611   100% $956   100%

 

 

  

Six Months Ended June 30,

 
  

2024

  

% of Revenue

  

2023

  

% of Revenue

 

Revenue: Managed Services

                

Video collaboration services

 $35   3% $110   6%

Network services

  987   80%  1,201   60%

Professional and other services

  8   1%  19   1%

Total Managed Services revenue

 $1,030   83% $1,330   67%
                 

Revenue: Collaboration Products

                

Visual collaboration product offerings

 $207   17% $664   33%

Total revenue

 $1,237   100% $1,994   100%

 

The Company considers a significant customer to be one that comprises more than 10% of the Company’s consolidated revenues or accounts receivable. The loss of or a reduction in sales or anticipated sales to our most significant or several of our smaller customers could have a material adverse effect on our business, financial condition, and results of operations.

 

Concentration of consolidated revenues was as follows:

 

   

Three Months Ended June 30,

 
   

2024

  

2023

 
 

Segment

 

% of Revenue

  

% of Revenue

 

Customer A

Managed Services

  81%  56%

 

 

   

Six Months Ended June 30,

 
   

2024

  

2023

 
 

Segment

 

% of Revenue

  

% of Revenue

 

Customer A

Managed Services

  81%  54%

 

Concentration of accounts receivable was as follows:

 

   

As of June 30, 2024

 
   

2024

  

2023

 
   

% of Accounts

  

% of Accounts

 
 

Segment

 

Receivable

  

Receivable

 

Customer A

Managed Services

  %  58%

Customer B

Collaboration Products

  40%  %

Customer C

Collaboration Products

  %  14%

Customer D

Managed Services

  12%  2%

Customer E

Collaboration Products

  12%  %

Customer F

Managed Services

  %  11%

 

v3.24.2.u1
Note 9 - Commitments and Contingencies
6 Months Ended
Jun. 30, 2024
Notes to Financial Statements  
Commitments and Contingencies Disclosure [Text Block]

Note 9 - Commitments and Contingencies

 

From time to time, we are subject to various legal proceedings arising in the ordinary course of business, including proceedings for which we have insurance coverage. As of the date hereof, we are not party to any legal proceedings that we currently believe will have a material adverse effect on our business, financial position, results of operations or liquidity.

 

COVID-19

 

On March 11, 2020, the World Health Organization (“WHO”) announced that infections of the novel Coronavirus (COVID-19) had become pandemic, and on March 13, 2020, the U.S. President announced a National Emergency relating to the disease. In May 2023, the WHO declared COVID-19 over as a global health emergency. Customers generally use our Mezzanine™ products in traditional office and operating center environments such as conference rooms or other presentation spaces. Revenue declines for our Collaboration Products business are primarily due to lower demand, largely a consequence of the commercial reactions to the COVID-19 pandemic and its prolonged effects. We believe the COVID-19 pandemic fundamentally altered the way businesses consider the use of physical office spaces and, consequently, the demand for technologies that enable in-person collaboration within these spaces. Our analysis indicates that the reduced demand for our Mezzanine™ products, particularly in the aftermath of COVID-19, reflects a broader reassessment among our customers regarding the necessity and investment in collaboration solutions tailored for traditional office environments. Continuation of this trend could cause further declines in our revenue for this business. Although the Company cannot presently quantify the future financial impacts of this trend, such impacts will likely continue to have a material adverse impact on the Company’s consolidated financial condition, results of operations, and cash flows.

 

v3.24.2.u1
Insider Trading Arrangements
3 Months Ended 6 Months Ended
Jun. 30, 2024
Jun. 30, 2024
Insider Trading Arr Line Items    
Material Terms of Trading Arrangement [Text Block]  

ITEM 5. OTHER INFORMATION

 

(c) During the period covered by this Quarterly Report on Form 10-Q, no director or officer of the Company adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408 of Regulation S-K.

 

Rule 10b5-1 Arrangement Terminated [Flag] false  
Non-Rule 10b5-1 Arrangement Terminated [Flag] false  
Rule 10b5-1 Arrangement Adopted [Flag] false  
Non-Rule 10b5-1 Arrangement Adopted [Flag] false  
v3.24.2.u1
Significant Accounting Policies (Policies)
6 Months Ended
Jun. 30, 2024
Accounting Policies [Abstract]  
Basis of Accounting, Policy [Policy Text Block]

Basis of Presentation

 

The Company's fiscal year ends on December 31 of each calendar year. The accompanying interim Condensed Consolidated Financial Statements are unaudited and have been prepared on substantially the same basis as our annual Consolidated Financial Statements for the fiscal year ended December 31, 2023. In the opinion of the Company's management, these interim Condensed Consolidated Financial Statements reflect all adjustments (consisting only of normal recurring adjustments) considered necessary for a fair statement of our financial position, results of operations and cash flows for the periods presented. The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the Condensed Consolidated Financial Statements and the reported amounts of revenue and expenses during the reporting periods. Actual results could differ from these estimates.

 

The December 31, 2023 Condensed Consolidated Balance Sheet data in this document was derived from audited consolidated financial statements. The Condensed Consolidated Financial Statements and notes included in this quarterly report on Form 10-Q do not include all disclosures required by U.S. generally accepted accounting principles and should be read in conjunction with the Company's audited consolidated financial statements as of and for the year ended December 31, 2023 and notes thereto included in the Company's fiscal 2023 Annual Report on Form 10-K, filed with the Securities and Exchange Commission (“SEC”) on March 19, 2024 (the “2023 Annual Report”).

 

The results of operations and cash flows for the interim periods included in these Condensed Consolidated Financial Statements are not necessarily indicative of the results to be expected for any future period or the entire fiscal year.

 

Consolidation, Policy [Policy Text Block]

Principles of Consolidation

 

The Condensed Consolidated Financial Statements include the accounts of Oblong and our 100%-owned subsidiaries (i) GP Communications, LLC (“GP Communications”), whose business function is to provide interstate telecommunications services for regulatory purposes, and (ii) Oblong Industries, Inc. All inter-company balances and transactions have been eliminated in consolidation. The U.S. Dollar is the functional currency for all subsidiaries.

 

Cash and Cash Equivalents, Policy [Policy Text Block]

Cash and Cash Equivalents

 

As of June 30, 2024, our total cash balance of $5,858,000 is available. Of this balance $500,000 was held in short-term certificates of deposit with MidFirst Bank. As of December 31, 2023, our total cash balance of $5,990,000 was available with $500,000 held in short-term certificates of deposit with MidFirst Bank. The Company considers highly liquid investments with original maturities of three months or less to be cash equivalents.

 

Segment Reporting, Policy [Policy Text Block]

Segments

 

The Company currently operates in two segments: (1) “Collaboration Products” which represents the business surrounding our Mezzanine™ product offerings, and (2) “Managed Services” which represents the business surrounding managed services for video collaboration and network solutions. See Note 8 - Segment Reporting for further discussion.

 

Use of Estimates, Policy [Policy Text Block]

Use of Estimates

 

Preparation of the Condensed Consolidated Financial Statements in conformity with U.S. generally accepted accounting principles (“U.S. GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual amounts could differ from the estimates made. We continually evaluate estimates used in the preparation of our consolidated financial statements for reasonableness. Appropriate adjustments, if any, to the estimates used are made prospectively based upon such periodic evaluation. The significant areas of estimation include determining the allowances for inventory obsolescence and estimated credit losses and the inputs used in the fair value of equity-based awards.

 

Intangible Assets, Finite-Lived, Policy [Policy Text Block]

Amortization Expense

 

As of June 30, 2024 and December 31, 2023, we had no intangible assets. Amortization expense related to intangible assets for the three and six months ended June 30, 2023 was $87,000 and $173,000, respectively.

 

Lessee, Leases [Policy Text Block]

Operating Lease Right-of-use-Assets and Liabilities

 

In February 2024, we exited our warehouse lease in City of Industry, California, and are no longer a party to any long-term operating leases. Right-of-use assets, net totaled $17,000 as of December 31, 2023, consisting of the warehouse lease discussed above. As of June 30, 2024, the Company had no right-of-use assets remaining. The remaining operating lease liability as of December 31, 2023 was $17,000, consisting of the warehouse lease discussed above. As of June 30, 2024, the Company had no lease liability remaining. During the six months ended June 30, 2024, we recorded $17,000 in lease expenses. During the three and six months ended June 30, 2023, we recorded $36,000 and $82,000 in lease expenses, respectively. These expenses are net of common charges, and sublease proceeds of $11,000 and $27,000, respectively.

 

New Accounting Pronouncements, Policy [Policy Text Block]

Recently Issued Accounting Pronouncements

 

In November 2023, the FASB issued ASU No. 2023-07, Segment Reporting (Topic280): Improvements to Reportable Segment Disclosures. The new guidance is intended to improve reportable segment disclosure requirements primarily through enhanced disclosures about significant segment expenses. The amendments are effective retrospectively for fiscal years beginning after December 15, 2023 and interim periods within fiscal years beginning after December 15, 2024. The Company is in the process of evaluating the impact that the adoption of this ASU will have on the financial statements and related disclosures, which is not expected to be material.

 

In December 2023, the FASB issued ASU No. 2023-09, Improvements to Tax Disclosures (Topic 740), to enhance the transparency and decision usefulness of income tax disclosures through changes to the rate reconciliation and income taxes paid information. This guidance is effective for fiscal years beginning after December 15, 2024, with early adoption permitted. The Company is evaluating the impact of adopting this new accounting guidance on its Consolidated Financial Statements.

v3.24.2.u1
Note 3 - Accrued Expenses and Other Current Liabilities (Tables)
6 Months Ended
Jun. 30, 2024
Notes Tables  
Schedule of Accrued Liabilities [Table Text Block]
  

June 30,

  

December 31,

 
  

2024

  

2023

 
         

Compensation costs

 $675  $448 

Customer deposits

  86   118 

Professional fees

  93   104 

Taxes and regulatory fees

  20   22 

Accrued rent

  170   202 

Accrued dividends on Series F Preferred Stock

  4   136 

Other accrued expenses and liabilities

  11   8 

Accrued expenses and other liabilities

 $1,059  $1,038 
v3.24.2.u1
Note 4 - Capital Stock (Tables)
6 Months Ended
Jun. 30, 2024
Notes Tables  
Schedule of Common Stock Outstanding Roll Forward [Table Text Block]

Issued Shares as of December 31, 2022

  2,071 

Issuances from Preferred Stock conversions

  14,102 

Issuances related to warrant exercises

  746 

Issuances related to stock compensation

  180 

Common shares exchanged for prepaid warrants

  (407)

Issued Shares as of December 31, 2023

  16,692 

Issuances from Preferred Stock conversions

  11,558 

Issued Shares as of June 30, 2024

  28,250 

Less Treasury Shares:

  (8)

Outstanding Shares as of June 30, 2024

  28,242 
Schedule of Stockholders' Equity Note, Warrants or Rights [Table Text Block]

Issue Date

 

Warrants Outstanding

  

Exercise Price

 

Expiration Date

          
          

Q2 2021

  750  $66.00 

Q4 2024

Q1 2023

  4,136,850  $1.71 

Q3 2028

Q2 2024

  963,745  $1.71 

Q4 2029

   5,101,345      
  

Outstanding

 
  

Number of Warrants

  

Weighted Average Exercise Price

 

Warrants outstanding as of December 31, 2022

  343,099  $ 

Granted

  4,543,626   1.56 

Exercised

  (746,027)  0.78 

Expired

  (2,848)  70.25 

Warrants outstanding as of December 31, 2023

  4,137,850   1.73 

Granted

  963,745   1.71 

Expired

  (250)  60.00 

Warrants outstanding as of June 30, 2024 (1)

  5,101,345  $1.71 
         

(1) Of the outstanding shares at June 30, 2024, 4,137,600 were exercisable.

        
v3.24.2.u1
Note 5 - Preferred Stock (Tables)
6 Months Ended
Jun. 30, 2024
Notes Tables  
Schedule of Stock by Class [Table Text Block]
  

Series F Preferred Stock Shares

  

Preferred Stock Dividends

  

Weighted Average Conversion Price

  

Common Shares Issued from Conversions

 

March 31, 2023 Issuance

  6,550  $        

2023 Accrued Dividends

     345,000        

2023 Conversions

  (4,620)  (209,000) $0.34   14,102,000 

December 31, 2023 Balance

  1,930   136,000       14,102,000 

2024 Issuances

  1,648           

2024 Accrued Dividends

     63,000        

2024 Conversions

  (3,033)  (195,000) $0.28   11,558,000 

June 30, 2024 Balance

  545  $4,000  $0.33   25,660,000 
v3.24.2.u1
Note 6 - Stock Based Compensation (Tables)
6 Months Ended
Jun. 30, 2024
Notes Tables  
Share-Based Payment Arrangement, Activity [Table Text Block]
  

Outstanding

  

Exercisable

 
  

Number of Options

  

Weighted Average Exercise Price

  

Number of Options

  

Weighted Average Exercise Price

 

Options outstanding and exercisable, December 31, 2022

  16,668  $143.62   10,000  $239.38 

Vested

        3,336   48.75 

Expired

  (6,668)  285.89   (6,668)  285.89 

Options outstanding and exercisable, December 31, 2023

  10,000   48.75   6,668   48.75 

Vested

         3,332   48.75 

Options outstanding and exercisable, June 30, 2024

  10,000  $48.75   10,000  $48.75 
Share-Based Payment Arrangement, Restricted Stock and Restricted Stock Unit, Activity [Table Text Block]
  

Restricted Stock Awards

  

Restricted Stock Units

 
  

Shares

  

Weighted Average Grant Price

  

Shares

  

Weighted Average Grant Price

 

Unvested shares, December 31, 2022

  42  $235.87     $ 

Granted

        177,564   2.14 

Vested

  (42)  235.87   (177,564)  2.14 

Unvested Shares, December 31, 2023

            

Unvested Shares, June 30, 2024

    $     $ 
v3.24.2.u1
Note 7 - Net Loss Per Share (Tables)
6 Months Ended
Jun. 30, 2024
Notes Tables  
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block]
  

Three Months Ended June 30,

  

Six Months Ended June 30,

 
  

2024

  

2023

  

2024

  

2023

 

Numerator:

                

Net loss

 $(983) $(1,049) $(2,119) $(2,268)

Less: preferred stock dividends

  20   149   64   149 

Less: inducement of warrant exercise

     751      751 

Less: warrant modification

           25 

Net loss attributable to common stockholders

 $(1,003) $(1,949) $(2,183) $(3,193)

Denominator:

                

Weighted-average number of shares of common stock for basic and diluted net loss per share

  22,882   2,487   20,003   2,277 

Basic and diluted net loss per share

 $(0.04) $(0.78) $(0.11) $(1.40)
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share [Table Text Block]
  

As of June 30,

 
  

2024

  

2023

 

Outstanding stock options

  10,000   10,000 

Common stock issuable upon conversion of Series F Preferred Stock (1)

  1,964,986   3,728,070 

Common stock issuable upon conversion of Series F Preferred Warrants (2)

  111,396,848   19,152,047 

Common stock issuable upon conversion of Common Stock warrants

  5,101,345   4,139,784 
v3.24.2.u1
Note 8 - Segment Reporting (Tables)
6 Months Ended
Jun. 30, 2024
Notes Tables  
Schedule of Segment Reporting Information, by Segment [Table Text Block]
  

Three Months Ended June 30, 2024

 
  

Managed Services

  

Collaboration Products

  

Corporate

  

Total

 

Revenue

 $508  $103  $  $611 

Cost of revenues

  331   160      491 

Gross profit

 $177  $(57) $  $120 

Gross profit %

  35%  (55)%     20%
                 

Allocated operating expenses

 $31  $122  $  $153 

Unallocated operating expenses

        985   985 

Total operating expenses

 $31  $122  $985  $1,138 
                 

Operating income (loss)

 $146  $(179) $(985) $(1,018)

Interest income, net

  (35)  (9)     (44)

Income (loss) before income taxes

  181   (170)  (985)  (974)

Income tax expense

  6   3      9 

Net income (loss)

 $175  $(173) $(985) $(983)
  

Three Months Ended June 30, 2023

 
  

Managed Services

  

Collaboration Products

  

Corporate

  

Total

 

Revenue

 $640  $316  $  $956 

Cost of revenues

  430   404      834 

Gross profit

 $210  $(88) $  $122 

Gross profit %

  33%  (28)%     13%
                 

Allocated operating expenses

 $3  $(376) $  $(373)

Unallocated operating expenses

       $1,586   1,586 

Total operating expenses

 $3  $(376) $1,586  $1,213 
                 

Operating income (loss)

 $207  $288  $(1,586) $(1,091)

Interest income, net

  (37)  (5)     (42)

Income (loss) before income taxes

  244   293   (1,586)  (1,049)

Income tax expense

            

Net income (loss)

 $244  $293  $(1,586) $(1,049)
  

Six Months Ended June 30, 2024

 
  

Managed Services

  

Collaboration Products

  

Corporate

  

Total

 

Revenue

 $1,030  $207  $  $1,237 

Cost of revenues

  700   420      1,120 

Gross profit

 $330  $(213) $  $117 

Gross profit %

  32%  (103)%     9%
                 

Allocated operating expenses

 $62  $243  $  $305 

Unallocated operating expenses

        2,014   2,014 

Total operating expenses

 $62  $243  $2,014  $2,319 
                 

Operating income (loss)

 $268  $(456) $(2,014) $(2,202)

Interest income, net

  (67)  (25)     (92)

Income (loss) before income taxes

  335   (431)  (2,014)  (2,110)

Income tax expense

  6   3      9 

Net income (loss)

 $329  $(434) $(2,014) $(2,119)
  

Six Months Ended June 30, 2023

 
  

Managed Services

  

Collaboration Products

  

Corporate

  

Total

 

Revenue

 $1,330  $664  $  $1,994 

Cost of revenues

  890   706      1,596 

Gross profit

 $440  $(42) $  $398 

Gross profit %

  33%  (6)%     20%
                 

Allocated operating expenses

 $3  $(90) $  $(87)

Unallocated operating expenses

        2,779   2,779 

Total operating expenses

 $3  $(90) $2,779  $2,692 
                 

Operating income (loss)

 $437  $48  $(2,779) $(2,294)

Interest income, net

  (34)  (30)     (64)

Income (loss) before income taxes

  471   78   (2,779)  (2,230)

Income tax expense

  7   31      38 

Net income (loss)

 $464  $47  $(2,779) $(2,268)
Revenue from External Customers by Geographic Areas [Table Text Block]
  

Three Months Ended June 30,

  

Six Months Ended June 30,

 
  

2024

  

2023

  

2024

  

2023

 

Domestic

 $209  $437  $470  $1,000 

Foreign

 $402  $519   767   994 
  $611  $956  $1,237  $1,994 
Disaggregation of Revenue [Table Text Block]
  

Three Months Ended June 30,

 
  

2024

  

% of Revenue

  

2023

  

% of Revenue

 

Revenue: Managed Services

                

Video collaboration services

 $21   3% $46   5%

Network services

  484   79%  583   61%

Professional and other services

  3   0%  11   1%

Total Managed Services revenue

 $508   83% $640   67%
                 

Revenue: Collaboration Products

                

Visual collaboration product offerings

 $103   17% $316   33%

Total revenue

 $611   100% $956   100%
  

Six Months Ended June 30,

 
  

2024

  

% of Revenue

  

2023

  

% of Revenue

 

Revenue: Managed Services

                

Video collaboration services

 $35   3% $110   6%

Network services

  987   80%  1,201   60%

Professional and other services

  8   1%  19   1%

Total Managed Services revenue

 $1,030   83% $1,330   67%
                 

Revenue: Collaboration Products

                

Visual collaboration product offerings

 $207   17% $664   33%

Total revenue

 $1,237   100% $1,994   100%
Schedules of Concentration of Risk, by Risk Factor [Table Text Block]
   

Three Months Ended June 30,

 
   

2024

  

2023

 
 

Segment

 

% of Revenue

  

% of Revenue

 

Customer A

Managed Services

  81%  56%
   

Six Months Ended June 30,

 
   

2024

  

2023

 
 

Segment

 

% of Revenue

  

% of Revenue

 

Customer A

Managed Services

  81%  54%
   

As of June 30, 2024

 
   

2024

  

2023

 
   

% of Accounts

  

% of Accounts

 
 

Segment

 

Receivable

  

Receivable

 

Customer A

Managed Services

  %  58%

Customer B

Collaboration Products

  40%  %

Customer C

Collaboration Products

  %  14%

Customer D

Managed Services

  12%  2%

Customer E

Collaboration Products

  12%  %

Customer F

Managed Services

  %  11%
v3.24.2.u1
Note 1 - Business Description and Significant Accounting Policies (Details Textual)
3 Months Ended 6 Months Ended
Jun. 30, 2023
USD ($)
Jun. 30, 2024
USD ($)
Jun. 30, 2023
USD ($)
Dec. 31, 2023
USD ($)
Cash, Cash Equivalents, Restricted Cash, and Restricted Cash Equivalents $ 6,872,000 $ 5,858,000 $ 6,872,000 $ 5,990,000
Certificates of Deposit, at Carrying Value 0 $ 500,000 0 500,000
Number of Operating Segments   2    
Intangible Assets, Net (Excluding Goodwill)   $ 0   0
Amortization of Intangible Assets 87,000   173,000  
Operating Lease, Right-of-Use Asset   0   17,000
Operating Lease, Liability   0   $ 17,000
Operating Lease, Expense 36,000 $ 17,000 82,000  
Sublease Income $ 11,000   $ 27,000  
G P Communications [Member]        
Subsidiary, Ownership Percentage, Parent   100.00%    
v3.24.2.u1
Note 2 - Liquidity (Details Textual) - USD ($)
1 Months Ended 3 Months Ended 6 Months Ended
Jun. 30, 2024
Jun. 30, 2024
Mar. 31, 2024
Jun. 30, 2023
Mar. 31, 2023
Jun. 30, 2024
Jun. 30, 2023
Dec. 31, 2023
Cash, Cash Equivalents, Restricted Cash, and Restricted Cash Equivalents $ 5,858,000 $ 5,858,000   $ 6,872,000   $ 5,858,000 $ 6,872,000 $ 5,990,000
Working Capital 5,047,000 5,047,000       5,047,000    
Net Income (Loss) Attributable to Parent (2,119,000) $ (983,000) $ (1,136,000) $ (1,049,000) $ (1,219,000) (2,119,000) (2,268,000)  
Net Cash Provided by (Used in) Financing Activities 1,478,000         1,478,000 5,969,000  
Net Cash Provided by (Used in) Operating Activities $ (1,610,000)         $ (1,610,000) $ (2,182,000)  
v3.24.2.u1
Note 3 - Accrued Expenses and Other Current Liabilities - Schedule of Accrued Liabilities (Details) - USD ($)
$ in Thousands
Jun. 30, 2024
Dec. 31, 2023
Compensation costs $ 675 $ 448
Customer deposits 86 118
Professional fees 93 104
Taxes and regulatory fees 20 22
Accrued rent 170 202
Accrued dividends on Series F Preferred Stock 4 136
Other accrued expenses and liabilities 11 8
Accrued expenses and other liabilities $ 1,059 $ 1,038
v3.24.2.u1
Note 4 - Capital Stock (Details Textual) - USD ($)
3 Months Ended 6 Months Ended 12 Months Ended 18 Months Ended
Jun. 30, 2024
Jun. 30, 2024
Jun. 30, 2023
Dec. 31, 2023
Jun. 30, 2024
Common Stock, Par or Stated Value Per Share (in dollars per share) $ 0.0001 $ 0.0001   $ 0.0001 $ 0.0001
Common Stock, Shares Authorized (in shares) 150,000,000 150,000,000   150,000,000 150,000,000
Common Stock, Shares, Issued (in shares) 28,249,971 28,249,971   16,692,124 28,249,971
Common Stock, Shares, Outstanding (in shares) 28,242,418 28,242,418   16,684,571 28,242,418
Dividends, Preferred Stock   $ 64,000 $ 149,000    
Common Stock [Member]          
Common Stock, Shares, Outstanding (in shares) 28,242,000 28,242,000     28,242,000
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) $ 1.71 $ 1.71     $ 1.71
Conversion of Series F Preferred Stock to Common Stock [Member]          
Conversion of Stock, Shares Converted (in shares) 2,111 3,033      
Dividends, Preferred Stock $ 110,000 $ 194,000      
Conversion of Stock, Shares Issued (in shares) 7,955,743 11,558,000   14,102,000 25,660,000
v3.24.2.u1
Note 4 - Capital Stock - Summary of Common Stock Outstanding (Details) - shares
3 Months Ended 6 Months Ended 12 Months Ended
Jun. 30, 2024
Mar. 31, 2024
Jun. 30, 2023
Mar. 31, 2023
Jun. 30, 2024
Dec. 31, 2023
Less Treasury Shares: (in shares) (7,553)       (7,553) (7,553)
Common stock, outstanding (in shares) 28,242,418       28,242,418 16,684,571
Common Stock [Member]            
Issued Shares (in shares)   16,692,000   2,071,000 16,692,000 2,071,000
Issuances from Preferred Stock conversions (in shares) 7,956,000 3,602,000 147,000   11,558,000 14,102,000
Issuances related to warrant exercises (in shares) 0   339,000     746,000
Issuances related to stock compensation (in shares) 0 0 180,000 0   180,000
Common shares exchanged for prepaid warrants (in shares)           (407,000)
Issued Shares (in shares) 28,250,000       28,250,000 16,692,000
Less Treasury Shares: (in shares) (8,000)       (8,000)  
Common stock, outstanding (in shares) 28,242,000       28,242,000  
v3.24.2.u1
Note 4 - Capital Stock - Summary of Warrants Activity (Details) - $ / shares
3 Months Ended 6 Months Ended 12 Months Ended
Jun. 30, 2024
Jun. 30, 2024
Dec. 31, 2023
Warrants outstanding (in shares) 5,101,345 5,101,345  
Warrants outstanding as of December 31, 2023 (in shares) 5,101,345 5,101,345  
Warrants Issued on June 28, 2021 [Member]      
Warrants outstanding (in shares) 750 750  
Exercise Price (in dollars per share) $ 66 $ 66  
Warrants outstanding as of December 31, 2023 (in shares) 750 750  
Warrants outstanding as of December 31, 2023 (in dollars per share) $ 66 $ 66  
Warrants Issued on March 31, 2023 [Member]      
Warrants outstanding (in shares) 4,136,850 4,136,850  
Exercise Price (in dollars per share) $ 1.71 $ 1.71  
Warrants outstanding as of December 31, 2023 (in shares) 4,136,850 4,136,850  
Warrants outstanding as of December 31, 2023 (in dollars per share) $ 1.71 $ 1.71  
Common Warrants [Member]      
Warrants outstanding (in shares) 5,101,345 5,101,345 4,137,850
Exercise Price (in dollars per share) $ 1.71 $ 1.71 $ 1.73
Warrants outstanding as of December 31, 2022 (in shares)   4,137,850 343,099
Warrants outstanding as of December 31, 2022 (in dollars per share)   $ 1.73 $ 0
Granted, warrants (in shares) 963,745 963,745 4,543,626
Granted, warrants, exercise price (in dollars per share)   $ 1.71 $ 1.56
Exercised, warrants (in shares)     (746,027)
Exercised, warrants, exercise price (in dollars per share)     $ 0.78
Expired, warrants (in shares)   (250) (2,848)
Expired, warrants, exercise price (in dollars per share)   $ 60 $ 70.25
Warrants outstanding as of December 31, 2023 (in shares) 5,101,345 5,101,345 4,137,850
Warrants outstanding as of December 31, 2023 (in dollars per share) $ 1.71 $ 1.71 $ 1.73
Warrants Issued in Q2 2024 [Member]      
Warrants outstanding (in shares) 963,745 963,745  
Exercise Price (in dollars per share) $ 1.71 $ 1.71  
Warrants outstanding as of December 31, 2023 (in shares) 963,745 963,745  
Warrants outstanding as of December 31, 2023 (in dollars per share) $ 1.71 $ 1.71  
v3.24.2.u1
Note 5 - Preferred Stock (Details Textual) - USD ($)
3 Months Ended 6 Months Ended 12 Months Ended 18 Months Ended
Oct. 06, 2023
Mar. 31, 2023
Mar. 31, 2023
Mar. 30, 2023
Jun. 30, 2024
Jun. 30, 2024
Jun. 30, 2023
Dec. 31, 2023
Jun. 30, 2024
Dec. 31, 2022
Preferred Stock, Shares Authorized (in shares)         42,000 42,000   42,000 42,000  
Preferred Stock, Shares Designated (in shares)         1,983,250 1,983,250     1,983,250  
Preferred Stock, Shares Issued (in shares)         545 545   1,930 545  
Preferred Stock, Par or Stated Value Per Share (in dollars per share)         $ 0.0001 $ 0.0001   $ 0.0001 $ 0.0001  
Preferred Stock, Convertible, Conversion Price (in dollars per share) $ 0.2792                  
Preferred Stock, Shares Outstanding (in shares)         545 545   1,930 545  
Class of Warrant or Right, Outstanding (in shares)         5,101,345 5,101,345     5,101,345  
Conversion of Series F Preferred Stock to Common Stock [Member]                    
Conversion of Stock, Shares Converted (in shares)         2,111 3,033        
Conversion of Stock, Shares Issued (in shares)         7,955,743 11,558,000   14,102,000 25,660,000  
Preferred Warrants [Member]                    
Class of Warrant or Right, Exercised (in shares)         1,648 1,648        
Proceeds from Warrant Exercises           $ 1,478,000 $ 0      
Class of Warrant or Right, Cash Fee, Percentage of Proceeds         8.00%          
Class of Warrant or Right, Cash Fee         $ 129,000          
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share)         $ 975 $ 975     $ 975  
Warrants and Rights Outstanding, Term (Year)         3 years 3 years     3 years  
Class of Warrant or Right, Percentage of Securities Called by Warrants or Rights         100.00% 100.00%     100.00%  
Class of Warrant or Right, Outstanding (in shares)         31,102 31,102     31,102  
Common Warrants [Member]                    
Class of Warrant or Right, Exercised (in shares)               746,027    
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share)         $ 1.71 $ 1.71   $ 1.73 $ 1.71 $ 0
Class of Warrant or Right, Issued (in shares)         963,745 963,745   4,543,626    
Class of Warrant or Right, Outstanding (in shares)         5,101,345 5,101,345   4,137,850 5,101,345 343,099
Private Placement [Member]                    
Proceeds from Issuance or Sale of Equity     $ 6,386,000              
Proceeds from Issuance or Sale of Equity, Net     5,364,000              
Payments of Stock Issuance Costs     $ 1,022,000              
Private Placement [Member] | Preferred Warrants [Member]                    
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares)       32,750            
Private Placement [Member] | Investor Warrants [Member]                    
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares)       3,830,417            
Series F Preferred Stock [Member]                    
Stock Issued During Period, Shares, New Issues (in shares)   6,550       1,648        
Preferred Stock, Convertible, Conversion Price (in dollars per share)       $ 1.71 $ 0.33 $ 0.33 $ 1.71   $ 0.33  
Preferred Stock, Convertible, Conversion Price Percentage       80.00%            
Preferred Stock, Stated Value Per Share (in dollars per share) $ 1,000                  
Preferred Stock, Dividend Rate, Percentage 9.00%         20.00%        
Conversion of Stock, Shares Converted (in shares)           3,033   4,620    
Preferred Stock, Shares Outstanding (in shares)         545 545   1,930 545  
Dividends Payable         $ 4,000,000 $ 4,000,000   $ 136,000,000 $ 4,000,000  
Stock Issued During Period, Shares, Warrants Exercised (in shares)         1,648 1,648        
Proceeds from Warrant Exercises         $ 1,607,000 $ 1,607,000        
Proceeds From Warrant Exercises, Net         $ 1,478,000 $ 1,478,000        
Series F Preferred Stock [Member] | Private Placement [Member]                    
Stock Issued During Period, Shares, New Issues (in shares)       6,550            
Preferred Stock, Par or Stated Value Per Share (in dollars per share)       $ 0.0001            
Maximum [Member]                    
Preferred Stock, Shares Authorized (in shares)         5,000,000 5,000,000     5,000,000  
v3.24.2.u1
Note 5 - Preferred Stock - Schedule of Stock by Class (Details) - USD ($)
3 Months Ended 6 Months Ended 12 Months Ended 18 Months Ended
Mar. 31, 2023
Jun. 30, 2024
Jun. 30, 2024
Jun. 30, 2023
Dec. 31, 2023
Jun. 30, 2024
Oct. 06, 2023
Mar. 30, 2023
Accrued Dividends amount     $ 64,000 $ 149,000        
Convertible, Conversion Price (in dollars per share)             $ 0.2792  
Preferred stock, shares outstanding (in shares)   545 545   1,930 545    
Conversion of Series F Preferred Stock to Common Stock [Member]                
Accrued Dividends amount   $ 110,000 $ 194,000          
Conversions, preferred (in shares)   (2,111) (3,033)          
Conversions, Shares Issued (in shares)   7,955,743 11,558,000   14,102,000 25,660,000    
Series F Preferred Stock [Member]                
Issuance, preferred (in shares) 6,550   1,648          
Accrued Dividends amount     $ 63,000,000   $ 345,000,000      
Conversions, preferred (in shares)     (3,033)   (4,620)      
Conversions dividend     $ (195,000,000)   $ (209,000,000)      
Convertible, Conversion Price (in dollars per share)   $ 0.33 $ 0.33 $ 1.71   $ 0.33   $ 1.71
Preferred stock, shares outstanding (in shares)   545 545   1,930 545    
Balance dividend   $ 4,000,000 $ 4,000,000   $ 136,000,000 $ 4,000,000    
Series F Preferred Stock [Member] | Weighted Average [Member]                
Convertible, Conversion Price (in dollars per share)   $ 0.28 $ 0.28   $ 0.34 $ 0.28    
v3.24.2.u1
Note 6 - Stock Based Compensation (Details Textual) - USD ($)
3 Months Ended 6 Months Ended 12 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2024
Jun. 30, 2023
Dec. 31, 2023
Share-Based Compensation Arrangement by Share-Based Payment Award, Number of Shares Available for Grant (in shares) 3   3   3
Share-Based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount $ 0   $ 0    
Share-Based Payment Arrangement, Option [Member]          
Share-Based Payment Arrangement, Expense 31,000 $ 31,000 62,000 $ 62,000  
Restricted Stock [Member]          
Share-Based Payment Arrangement, Expense $ 0 0 $ 0 0  
Share-Based Compensation Arrangement by Share-Based Payment Award, Non-Option Equity Instruments, Outstanding, Number (in shares) 0   0   0
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Vested in Period (in shares) 42   42   42
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Grants in Period (in shares)         0
Restricted Stock Units (RSUs) [Member]          
Share-Based Payment Arrangement, Expense   $ 380,000   $ 380,000  
Share-Based Compensation Arrangement by Share-Based Payment Award, Non-Option Equity Instruments, Outstanding, Number (in shares) 0   0   0
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Vested in Period (in shares)   177,564   177,564 177,564
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Grants in Period (in shares)   177,564   177,564 177,564
v3.24.2.u1
Note 6 - Stock Based Compensation - Summary of Stock Based Compensation Activity (Details) - $ / shares
6 Months Ended 12 Months Ended
Jun. 30, 2024
Dec. 31, 2023
Options outstanding, number of options (in shares) 10,000 16,668
Options outstanding, Weighted Average Exercise Price (in dollars per share) $ 48.75 $ 143.62
Options exercisable, number of options (in shares) 6,668 10,000
Options exercisable, Weighted Average Exercise Price (in dollars per share) $ 48.75 $ 239.38
Vested, outstanding, number of options (in shares) 0 0
Vested, outstanding, , Weighted Average Exercise Price (in dollars per share)   $ 0
Vested exercisable, number of options (in shares) 3,332 3,336
Vested exercisable, Weighted Average Exercise Price (in dollars per share) $ 48.75 $ 48.75
Expired, outstanding, number of options (in shares)   (6,668)
Expired, outstanding, Weighted Average Exercise Price (in dollars per share)   $ 285.89
Expired exercisable, number of options (in shares)   (6,668)
Expired exercisable, Weighted Average Exercise Price (in dollars per share)   $ 285.89
Options outstanding, number of options (in shares) 10,000 10,000
Options outstanding, Weighted Average Exercise Price (in dollars per share) $ 48.75 $ 48.75
Options exercisable, number of options (in shares) 10,000 6,668
Options exercisable, Weighted Average Exercise Price (in dollars per share) $ 48.75 $ 48.75
v3.24.2.u1
Note 6 - Stock Based Compensation - Summary of Restricted Stock and Restricted Stock Units Activity (Details) - $ / shares
3 Months Ended 6 Months Ended 12 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2024
Jun. 30, 2023
Dec. 31, 2023
Restricted Stock [Member]          
Unvested shares, number (in shares)     0 42 42
Unvested shares, weighted average grant price (in dollars per share)     $ 0 $ 235.87 $ 235.87
Granted, number (in shares)         0
Granted, weighted average grant price (in dollars per share)        
Vested, number (in shares) (42)   (42)   (42)
Vested, weighted average grant price (in dollars per share)         $ 235.87
Unvested Shares, number (in shares) 0   0   0
Unvested Shares, weighted average grant price (in dollars per share) $ 0   $ 0   $ 0
Unvested Shares, number (in shares) 0   0   0
Unvested Shares, weighted average grant price (in dollars per share) $ 0   $ 0   $ 0
Restricted Stock Units (RSUs) [Member]          
Unvested shares, number (in shares)     0 0 0
Unvested shares, weighted average grant price (in dollars per share)     $ 0 $ 0 $ 0
Granted, number (in shares)   177,564   177,564 177,564
Granted, weighted average grant price (in dollars per share)         $ 2.14
Vested, number (in shares)   (177,564)   (177,564) (177,564)
Vested, weighted average grant price (in dollars per share)         $ 2.14
Unvested Shares, number (in shares) 0   0   0
Unvested Shares, weighted average grant price (in dollars per share) $ 0   $ 0   $ 0
Unvested Shares, number (in shares) 0   0   0
Unvested Shares, weighted average grant price (in dollars per share) $ 0   $ 0   $ 0
v3.24.2.u1
Note 7 - Net Loss Per Share (Details Textual) - $ / shares
Jun. 30, 2024
Oct. 06, 2023
Jun. 30, 2023
Mar. 30, 2023
Preferred Stock, Convertible, Conversion Price (in dollars per share)   $ 0.2792    
Series F Preferred Stock [Member]        
Preferred Stock, Convertible, Conversion Price (in dollars per share) $ 0.33   $ 1.71 $ 1.71
v3.24.2.u1
Note 7 - Net Loss Per Share - Schedule of Earning Per Share (Details) - USD ($)
$ / shares in Units, shares in Thousands
1 Months Ended 3 Months Ended 6 Months Ended
Jun. 30, 2024
Jun. 30, 2024
Mar. 31, 2024
Jun. 30, 2023
Mar. 31, 2023
Jun. 30, 2024
Jun. 30, 2023
Net loss $ (2,119,000) $ (983,000) $ (1,136,000) $ (1,049,000) $ (1,219,000) $ (2,119,000) $ (2,268,000)
Preferred stock dividends   20,000   149,000   64,000 149,000
Induced conversion of warrants   0   751,000   0 751,000
Warrant modification   0   0   0 25,000
Net loss attributable to common share holders   $ (1,003,000)   $ (1,949,000)   $ (2,183,000) $ (3,193,000)
Basic and diluted (in shares)   22,882   2,487   20,003 2,277
Basic and diluted net loss per share (in dollars per share)   $ (0.04)   $ (0.78)   $ (0.11) $ (1.4)
v3.24.2.u1
Note 7 - Net Loss Per Share - Schedule of Antidilutive Securities (Details) - shares
6 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Share-Based Payment Arrangement, Option [Member]    
Antidilutive Securities (in shares) 10,000 10,000
Convertible Series F Preferred Stock [Member]    
Antidilutive Securities (in shares) [1] 1,964,986 3,728,070
Series F Preferred Warrants [Member]    
Antidilutive Securities (in shares) [2] 111,396,848 19,152,047
Common Stock Warrants [Member]    
Antidilutive Securities (in shares) [3] 5,101,345 4,139,784
[1] Calculation assumes conversion of the stated value, and accrued dividends, of the Series F Preferred Stock into Common Stock at the Floor Price as of June 30, 2024, and at the initial conversion price of $1.71 as of June 30, 2023.
[2] Calculation assumes exercise of the Series F Preferred Warrants for cash into Series F Preferred Stock and subsequent conversion of the Series F Preferred Stock into Common Stock at the Floor Price as of June 30, 2024 and at the initial conversion price of $1.71 as of June 30, 2023.
[3] Calculation does not include the 963,745 Common Warrants issued during the three and six months ended June 30, 2024, as they were not exercisable as of June 30, 2024.
v3.24.2.u1
Note 8 - Segment Reporting (Details Textual)
6 Months Ended
Jun. 30, 2024
Number of Operating Segments 2
v3.24.2.u1
Note 8 - Segment Reporting - Schedule of Segment Reporting Information by Segment (Details) - USD ($)
1 Months Ended 3 Months Ended 6 Months Ended
Jun. 30, 2024
Jun. 30, 2024
Mar. 31, 2024
Jun. 30, 2023
Mar. 31, 2023
Jun. 30, 2024
Jun. 30, 2023
Revenue   $ 611,000   $ 956,000   $ 1,237,000 $ 1,994,000
Cost of revenues   491,000   834,000   1,120,000 1,596,000
Gross profit   $ 120,000   $ 122,000   $ 117,000 $ 398,000
Gross profit %   20.00%   13.00%   9.00% 20.00%
Operating expenses   $ 1,138,000   $ 1,213,000   $ 2,319,000 $ 2,692,000
Operating income (loss)   (1,018,000)   (1,091,000)   (2,202,000) (2,294,000)
Interest income, net   (44,000)   (42,000)   (92,000) (64,000)
Income (loss) before income taxes   (974,000)   (1,049,000)   (2,110,000) (2,230,000)
Income tax expense   9,000   0   9,000 38,000
Net loss $ (2,119,000) (983,000) $ (1,136,000) (1,049,000) $ (1,219,000) (2,119,000) (2,268,000)
Reportable Subsegments [Member]              
Operating expenses   153,000   (373,000)   305,000 (87,000)
Intersubsegment Eliminations [Member]              
Operating expenses   985,000   1,586,000   2,014,000 2,779,000
Managed Services [Member]              
Revenue   508,000   640,000   1,030,000 1,330,000
Operating Segments [Member] | Managed Services [Member]              
Revenue   508,000   640,000   1,030,000 1,330,000
Cost of revenues   331,000   430,000   700,000 890,000
Gross profit   $ 177,000   $ 210,000   $ 330,000 $ 440,000
Gross profit %   35.00%   33.00%   32.00% 33.00%
Operating expenses   $ 31,000   $ 3,000   $ 62,000 $ 3,000
Operating income (loss)   146,000   207,000   268,000 437,000
Interest income, net   (35,000)   (37,000)   (67,000) (34,000)
Income (loss) before income taxes   181,000   244,000   335,000 471,000
Income tax expense   6,000   0   6,000 7,000
Net loss   175,000   244,000   329,000 464,000
Operating Segments [Member] | Managed Services [Member] | Reportable Subsegments [Member]              
Operating expenses   31,000   3,000   62,000 3,000
Operating Segments [Member] | Managed Services [Member] | Intersubsegment Eliminations [Member]              
Operating expenses   0   0   0 0
Operating Segments [Member] | Collaboration Products [Member]              
Revenue   103,000   316,000   207,000 664,000
Cost of revenues   160,000   404,000   420,000 706,000
Gross profit   $ (57,000)   $ (88,000)   $ (213,000) $ (42,000)
Gross profit %   (55.00%)   (28.00%)   (103.00%) (6.00%)
Operating expenses   $ 122,000   $ (376,000)   $ 243,000 $ (90,000)
Operating income (loss)   (179,000)   288,000   (456,000) 48,000
Interest income, net   (9,000)   (5,000)   (25,000) (30,000)
Income (loss) before income taxes   (170,000)   293,000   (431,000) 78,000
Income tax expense   3,000   0   3,000 31,000
Net loss   (173,000)   293,000   (434,000) 47,000
Operating Segments [Member] | Collaboration Products [Member] | Reportable Subsegments [Member]              
Operating expenses   122,000   (376,000)   243,000 (90,000)
Operating Segments [Member] | Collaboration Products [Member] | Intersubsegment Eliminations [Member]              
Operating expenses   0   0   0 0
Segment Reporting, Reconciling Item, Corporate Nonsegment [Member]              
Revenue   0   0   0 0
Cost of revenues   0   0   0 0
Gross profit   $ 0   $ 0   $ 0 $ 0
Gross profit %      
Operating expenses   $ 985,000   $ 1,586,000   $ 2,014,000 $ 2,779,000
Operating income (loss)   (985,000)   (1,586,000)   (2,014,000) (2,779,000)
Interest income, net   0   0   0 0
Income (loss) before income taxes   (985,000)   (1,586,000)   (2,014,000) (2,779,000)
Income tax expense   0   0   0 0
Net loss   (985,000)   (1,586,000)   (2,014,000) (2,779,000)
Segment Reporting, Reconciling Item, Corporate Nonsegment [Member] | Reportable Subsegments [Member]              
Operating expenses   0   0   0 0
Segment Reporting, Reconciling Item, Corporate Nonsegment [Member] | Intersubsegment Eliminations [Member]              
Operating expenses   $ 985,000   $ 1,586,000   $ 2,014,000 $ 2,779,000
v3.24.2.u1
Note 8 - Segment Reporting - Revenue From External Customers by Geographic Areas (Details) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2024
Jun. 30, 2023
Revenue $ 611 $ 956 $ 1,237 $ 1,994
UNITED STATES        
Revenue 209 437 470 1,000
Non-US [Member]        
Revenue $ 402 $ 519 $ 767 $ 994
v3.24.2.u1
Note 8 - Segment Reporting - Disaggregation of Revenue (Details) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2024
Jun. 30, 2023
Revenue $ 611 $ 956 $ 1,237 $ 1,994
All Products [Member] | Product Concentration Risk [Member] | Revenue from Contract with Customer Benchmark [Member]        
Concentration Risk, Percentage 100.00% 100.00% 100.00% 100.00%
Managed Services [Member]        
Revenue $ 508 $ 640 $ 1,030 $ 1,330
Managed Services [Member] | Product Concentration Risk [Member] | Revenue from Contract with Customer Benchmark [Member]        
Concentration Risk, Percentage 83.00% 67.00% 83.00% 67.00%
Managed Services [Member] | Video Collaboration Service [Member]        
Revenue $ 21 $ 46 $ 35 $ 110
Managed Services [Member] | Video Collaboration Service [Member] | Product Concentration Risk [Member] | Revenue from Contract with Customer Benchmark [Member]        
Concentration Risk, Percentage 3.00% 5.00% 3.00% 6.00%
Managed Services [Member] | Network Services [Member]        
Revenue $ 484 $ 583 $ 987 $ 1,201
Managed Services [Member] | Network Services [Member] | Product Concentration Risk [Member] | Revenue from Contract with Customer Benchmark [Member]        
Concentration Risk, Percentage 79.00% 61.00% 80.00% 60.00%
Managed Services [Member] | Professional and Other Services [Member]        
Revenue $ 3 $ 11 $ 8 $ 19
Managed Services [Member] | Professional and Other Services [Member] | Product Concentration Risk [Member] | Revenue from Contract with Customer Benchmark [Member]        
Concentration Risk, Percentage 0.00% 1.00% 1.00% 1.00%
Collaboration Products [Member] | Video Collaboration Service [Member]        
Revenue $ 103 $ 316 $ 207 $ 664
Collaboration Products [Member] | Video Collaboration Service [Member] | Product Concentration Risk [Member] | Revenue from Contract with Customer Benchmark [Member]        
Concentration Risk, Percentage 17.00% 33.00% 17.00% 33.00%
v3.24.2.u1
Note 8 - Segment Reporting - Schedules of Concentration of Risk by Risk Factor (Details) - Customer Concentration Risk [Member]
3 Months Ended 6 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2024
Jun. 30, 2023
Revenue from Contract with Customer Benchmark [Member] | Managed Services [Member] | Customer A [Member]        
Concentration Risk, Percentage 81.00% 56.00% 81.00% 54.00%
Accounts Receivable [Member] | Managed Services [Member] | Customer A [Member]        
Concentration Risk, Percentage     0.00% 58.00%
Accounts Receivable [Member] | Managed Services [Member] | Customer D [Member]        
Concentration Risk, Percentage     12.00% 2.00%
Accounts Receivable [Member] | Managed Services [Member] | Customer F [Member]        
Concentration Risk, Percentage     0.00% 11.00%
Accounts Receivable [Member] | Collaboration Products [Member] | Customer B [Member]        
Concentration Risk, Percentage     40.00% 0.00%
Accounts Receivable [Member] | Collaboration Products [Member] | Customer C [Member]        
Concentration Risk, Percentage     0.00% 14.00%
Accounts Receivable [Member] | Collaboration Products [Member] | Customer E [Member]        
Concentration Risk, Percentage     12.00% 0.00%

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